Chaos Overwhelming
by Lord Kelvin
Summary: The tide of Chaos is coming. Everyone is doomed unless Sonic and his friends destroy the source of their powers. Fear the emerald in the sky, for it feeds the monster inside you.
1. Heading the Clouds

Author's note: Let's stack the odds against our favourite fuzz balls and see how that goes.

Expect hugs, kisses and an assortment of saucy nightmare fuels.

Disclaimer: Sonic the Hedgehog, related characters and locales are copyright SEGA.

* * *

 **Chapter 1: Heading the Clouds**

Cheese rolled on top of Cream's picnic blanket. Any adventure with sunny meadows and treats was an adventure worthy of song! If only he could find where Cream put the Chao fruit…

He tugged on the rabbit's arm and pointed at his mouth, eyes brimming with hope. When her hand reached into the picnic basket to pull out not a fruit, but a slice of delicious strawberry cake, a heart formed above his head.

"Tails, would you like another slice, too? Mama made us plenty!"

The twin-tailed fox patted his belly. "Thanks, Cream, but I won't be able to fly you back if I can't fit in the pilot's seat!"

"Aww, would that be so bad? It's beautiful here…"

"Mystic Ruins aren't just beautiful. They're everything a budding scientist could ask for."

Cream's ears drooped. For some reason, she was expecting something else. "Oh?"

"Now that you're here," he added.

"Aww, Tails…"

Cream offered the sweetest hugs, the kind that made Tails ticklish. Both closed their eyes for a spell to soak in the comfort, undisturbed by the world around them.

Before either could whisper a kind word, Tails sneakily lifted one of his eyelids and realised it had gotten darker. A storm front had cast a shadow over the afternoon sun. The clouds were spreading quickly, appearing to descend upon the Mystic Ruins.

"Strange…it was supposed to be sunny today." He felt the rabbit's grip on him tighten. She was scared.

Sparks of light danced on the clouds' outer rim while a solid contour emerged from the centre. Tails suspected it wasn't a mere storm, but he couldn't voice his concern out to Cream.

"M-maybe I should go before mama gets worried."

Tails nodded. "I'll start the plane."

As he worked on the propeller, he checked whether the Tornado 2 had its Chaos Emerald in place. Nothing like an extra boost if things got ugly.

Cream scurried in the background to collect her essentials. One of them had gone missing and the already tearful rabbit was on the brink of panic.

"Cheese? Where's Cheese?!"

An upturned cake box snuck up to her from behind, making her jump. It rumbled while its occupant called from the inside: "Chao-Chao!"

She lifted the box to squeeze the daylights out of the wayward Chao.

"Cheese, thank goodness you're okay! Let's go home," she said with relief. The Chao protested, pointing at leftover sweets. "No, Cheese, we need to leave some for Mr Angry Cloud. See?"

Lightning flashed before their eyes, followed by a deafening thunderclap. Cheese didn't need any more convincing; he zipped to the plane in a blink.

Tails appeared to be shaken the most by the display. If Cream was afraid, she did her best to compose herself, having survived the likes of Final Fortress. Tails' fear of lightning compounded with his suspicions worked against him, so he couldn't get the plane's ignition to work on the first try. He almost let Cream's hand slip while helping her board.

The plane was facing inland, away from the storm, yet Cream couldn't resist turning in the passenger seat to peek behind, getting more wide-eyed every time she did it.

"Don't worry, Cheese. Mr Angry Cloud is just hungry. That's why his belly is rumbling so loud," she whispered, trying to calm herself along with the Chao.

"Strap yourself in, Cream. It'll be a bumpy ride."

As the plane started moving, Tails hoped Cream would be busy with the seatbelts and not look outside. Pieces of debris were falling nearby whilst a familiar shape appeared from the storm's epicentre. Angel Island.

"Ready!" she exclaimed happily only to scream the moment a piece of red hot scrap buzzed past her face, singeing one of her eyelashes.

Tails identified the scrap as the severed head of an E-Series robot. Its eyes were still glowing a dying light.

When he spotted another piece of metal, a hulking black arm with the letter omega emblazoned in red, he pulled his pilot's goggles on and downed the accelerator.

E-123 Omega had been torn to pieces.

Thoughts as dark as the sky above swirled in Tails' mind. Something terrible must have happened on Angel Island if it had taken the life of the strongest member of Team Dark, an elite GUN unit. The island itself was falling down and the storm was beginning to look more like the aftermath of a huge explosion than a weather effect.

An explosion capable of swallowing the plane whole… Tails gulped during his ascent past the mountain ridge separating the Mystic Ruins enclave from the rest of the continent.

He shouldn't have looked back. As the island crashed onto the rocks below, it left nothing of Tails' workshop. All the wonderful inventions – gone!

Tails punched the dashboard angrily, but came to regret it, having remembered that Cream and Cheese were sitting right behind him.

"T-Tails?" the rabbit asked. She hadn't seen him aggressive like this before.

He bit his lip. "A lever was stuck. It's okay now," he said in the end, flustered.

It was far from okay. Most of the island had come down on solid rock, causing a dust storm and a mountain-splitting earthquake. Station Square could survive both and rebuild just like it did when Perfect Chaos had left the city in ruins, but the worst was yet to come.

The Tornado 2 registered a power build-up on Angel Island that gave Tails pause. He gripped the safety lid protecting the Chaos Emerald switch and asked Cream to contact Sonic. Judging by the power level radiating from the crash site, he would have too much on his hands to multi-task.

"Don't forget to close your eyes. It'll be very bright when…we go past the clouds."

"Chao!" came the reply.

Lying felt bad in general, and whenever it involved Cream Tails felt like the lowest of scum. He was willing to swallow the guilt like a grown-up, though, if it meant protecting his friends from impending doom.

A flash of emerald green light engulfed Angel Island, temporarily blinding Tails after the slightest glance. The plane swerved whilst the fox wrestled to retain orientation. He needed his eyes to fly the plane!

"Oooo, shiny," he heard from behind.

"Cream, I thought I told you to-" Tails stopped mid-sentence. As unfocused as his pupils were, they could discern a bubble of energy covering Angel Island. Nothing could contain such raw power…

The bubble burst, unleashing a blast wave that crumbled what remained of the mountains. A pillar of light rose to the skies and annihilated the clouds keeping it from joining with the sun.

Whatever it was, it reduced the island, everything Knuckles cared for, to molten rock. Tails made sure his goggles were strapped tight ahead of some turbulence. They were about to ascend into the storm front. If the blast wave could get this high, Tails wanted a clear visual signal he'd have to test the Chaos Emerald afterburner with Cream on board.

Cream poked at Sonic's icon on the dashboard in front of her. "It's beeping, Tails!"

"That means it works! Is Sonic on the line?"

He didn't register Cream's reply. The storm was causing a lot of noise with the lightning discharges below and the harsh winds all around. Tails was also keen on listening to the plane upon hearing a series of weird clicks. It could have been anything from a loose bolt to malfunctioning circuitry.

What worried him was that the clicks returned the moment he dismissed them as nothing important.

Cream had more than enough on her shoulders, considering her frustrated expression. She expected to get a polite greeting from Sonic, but the voice on the other end of the line had nothing of the sort.

"I told you not to call _us_ , Tails! You know _my_ Sonic's out on a date with _me_ and _we_ are not to be disturbed!"

"Aww, Miss Amy, that's so sweet!" She secretly hoped Amy heard the roll of thunder in the background. That would have made breaking the bad news easier.

"Cream? Hi, Cream! I didn't know it was you!" Amy giggled before continuing dreamily, "How's your boyfriend?"

"Miss Amy!" Cream protested, the cold wind mellowing her blush. Cheese fidgeted in her lap, pointing at Tails, who was ready to intercept the call. "He wants to talk to you."

"Whoops! Gotta go now! Catch you guys later!"

The plane veered to the side as Tails panicked. He couldn't let Amy do this to him.

"No, wait! Amy! Tell Sonic to-"

Amy interrupted him with a playful giggle. "Sor-ree, you're breaking up, Tails. Talk _tomorrow_!"

He heard Sonic's voice in the distance. Sonic was asking about him, and Amy said all was well. At some point it looked like she was going to let Sonic talk to him, but then the line went dead.

"No-no-no-no-no! Call again. We must warn them!"

The gall of Amy! Her dense selfishness would have been infuriating if he didn't have to focus on keeping the plane steady. He didn't like the vibrations running through him. Cream had an innate ability to sense such moods, which made the situation even worse.

"It's beeping again…" Cream said in her squeaky voice. Was she crying? Tails couldn't tell.

He wanted to. Just like he wanted to determine the source of the incessant clicking that was driving him nuts. Tails mentally checked every part of the plane, every possible combination of those parts and none of them made that sound.

The plane wasn't malfunctioning on his watch, yet he found little consolation in that knowledge.

"It stopped beeping, Tails!" he heard Cream wheeze out. The atmosphere was affecting her no less than him.

"Must be interference from the storm…" Tails mumbled to himself as he steered the plane up past the clouds.

The ascent may have been hasty, as the plane took a big hit in turbulence. Cream's yelping didn't help.

Seeing the light that came when the cockpit rose above the chaos eased his nerves in the end. He didn't have to fight the turbulence this high up and the plane's communicator was bound to have great reception. It was Cream's cue to settle down, too.

"Clear skies, huh, Cream?" Tails glanced at her, smiling.

She was as pale as a ghost, quivering in her seat, a crying Chao cradled in her arms. Despite staring straight at him, she didn't see him through the fear that enveloped her senses. Tails had to help her snap out of it, but what was _it_?

Cheese gave him a hint by pointing at the plane's tail before hiding back in Cream's hold. The tail had been torn off. No wonder it made steering such a chore…

Tails instinctively removed the safety lid from the Chaos Emerald switch. He hesitated pressing it, trying to consciously piece the images together. Two symmetrical, curved tear lines going in opposite directions, just the right size to disable the plane's auxiliary systems. Turbulence couldn't do that kind of damage.

He tapped the dashboard rhythmically with his fingers, thinking. He stopped for a moment to look at his fingers and bent them inwards to form a fist. Blood rushed to his head as he put two and two together and hit the Chaos Emerald-powered afterburner switch.

The plane prepared itself for the upcoming burst of speed by transforming the double wings into an X shape and extending a large exhaust, warming up. Experimental by design, it was slow to charge to give Tails data logs to work with. Tails dreaded making that engineering decision.

Whatever had torn the plane's tail off had the claws to do it. Just like the thing that dismembered Omega.

As Tails counted down to the maximum speed boost, the clicks returned and so did Cream's yelps.

She had seen it, the shadow swimming in the clouds underneath the plane. As big as a jumbo jet, the shadow seemed to change shape, growing wider or narrowing down in regular intervals.

Tails couldn't tell what it was from his vantage point and he secretly hoped he wouldn't get the chance. He anxiously watched the afterburner reach 90 per cent readiness while the shadow stalking the plane widened, getting slightly ahead of the Tornado 2.

At three per cent to go, a single bony claw shot up from the cloud's concealment, aiming for the fuselage. Tails took evasive manoeuvers, unaware that another claw was after the plane from the other side.

It sliced into one of the wings, making Tails momentarily lose control of the plane. The nose pointed down at the storm and the afterburner fired, pushing the plane straight towards the shadow at neck-breaking speed.

Tails considered his chances. If he were to steer back up, he'd end up with an angle forcing him to test the plane's strength against the shadow's own. After what had happened to the tail, the wing and Omega, he was unlikely to live long enough to analyse the results, so he pressed on the steering wheel to dive further, hoping the shadow wouldn't cope.

The shadow reacted by going forward faster at first, as if having expected a burst of speed, but stopped upon seeing the plane zip down behind it. It miscalculated the burst's direction.

Good, Tails thought. He was up against something of limited intelligence.

Much like his own, he concluded with regret, seeing that he dodged one hazard at the cost of creating a bigger one: nosediving towards the ground at emerald speed. By his estimates, Cream would lose consciousness if he did everything right. If something were to go wrong, though, neither would get to worry about ever waking up.

Maybe he should use this opportunity to…

"Cream?"

"Yes, Tails?"

The quick reply surprised him.

"I…" he stammered. The plane shook during the descent through the thickening atmosphere, the cusp approaching as Tails gripped the wheel tighter. "Cream?"

"Can you hear me?" he asked again.

"Chao!"

Tails sighed in relief; she had fainted. Now he could do what he had in store without scaring her more. Cheese would have to bear with him. It was a Chao, anyway.

Nearing to the arid surface upside-down by a hair's breadth, he realized he was speeding back towards Mystic Ruins. And the blast wave!

The heat was evaporating the clouds for many klicks around the pillar of light. The sight reminded him of no less than a fully-powered shot from the Eclipse Cannon, only this one was aimed at the sun.

Rather than be blinded by the incoming light, he hit a wall of darkness. He couldn't believe the dust storm had gone so far already. There was too little room for a clean loop back up; the plane would fall victim to the blast or disappear under debris. Tails weighed the remaining options.

"Vanilla's going to kill me, Cheese, so this better work!"

The afterburner fought all of Tails' attempts to control the plane, sending two of its wings into a spark fest at the first turn. Tails couldn't afford to lose another wing after what the shadow had done to the plane, so he took breaks after every jolt of resistance to stabilise the flight pattern. The dust storm seemed to settle, giving way to more light.

Tails cracked an awkward smile when he realised being mistaken. The light came from the blast wave. A Chaos Emerald-powered engine was propelling the Tornado 2 into an energy inferno. If it weren't for the goggles, his life would have already flashed before his eyes.

Disable the afterburner? No. The engine would explode in those conditions. Bail? No. Tails couldn't outrun the flash with Cream and Cheese. If only there was a way to quickly alter the flight angle…like a spring or bounce pad or…

"Cheese, duck!" Tails shouted as he found the closest substitute.

"Chao?"

"Duck, I said! And keep Cream's ears down…"

A boyish twinkle in Tails' eyes exposed his intentions. He'd be reckless. Even more so than Sonic.

Hunkered down in his seat, in a way that he could barely see what was in front of him, he veered the plane's nose towards the surface.

The earthquake had made short work of the rocky plateau close to the mountains. Ravines swallowed whatever the storm couldn't pick up, forming pathways for the wind. Dust devils rose and collapsed into the maze of widening cracks in earth.

A family of such whirlwinds danced around a crumbling peak directly ahead of the plane. Other than using the rocks as a ramp, Tails couldn't find anything capable of providing lift. He'd go for it.

The force of impact rattled his fillings. Metal screeched against stone, peeling paint from wherever it touched the plane. Bits of glass that used to be the windshield peppered the top of his head. Before he got to feel the heat of friction, he saw the makeshift ramp backing away into the distance below to be obscured by the thrashing dust devils.

He was gaining altitude! The minute updraft gave him just enough room to manoeuver away from the surface.

Smudged and dented, the Tornado 2 rocketed away from the blast. Tails did his best not to strain the plane; it wouldn't hold together if he tried that stunt again.

Just as he sneezed the dust from his nostrils, about to take a deep breath, the clicking noise returned.

The shadow was hot on his tail and he had nothing else to throw at it.

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Author's note: Chances are, you have the faculties to put something in the review box and give me a heads up on how I did.


	2. Irresponsible Sky

**Chapter 2: Irresponsible Sky**

Thunder and lightning invited Tails back into the storm front. His palms were swimming in cold sweat underneath the gloves, but he refused to change course. The Chaos Emerald would shield him.

Denial bonded with desperation as a nearby electric discharge knocked any pretence of bravery out of the fox. He was being hunted by a creature powerful enough to defeat Knuckles and rip Omega to shreds.

Tails wished his fears mutually destroyed, the shadow pitted against lightning to leave him be. They wouldn't. They colluded against him.

Flashes bore gaps in his senses while rolls of thunder concealed his nemesis in the ensuing chaos. As much as the needling feeling in his back urged him to get out of the storm, he couldn't risk throttling the emerald, lest its boost expired.

The plane was bound to explode before it happened, though. Tails could feel the heat coming from the turbo booster with his rain-soaked bum through multiple protective layers separating him from raw Chaos turned to speed. With the warning system shorting out, he could only guess how little time he had left.

Anxious, he gave Cream a glance. Cheese must have given up on her regaining consciousness by now, preferring to weep his heart out in her lap. Tails' heart squeezed as he rummaged for a first aid kit with one hand, the other clung to the steering wheel hard enough to tear through the tips of his glove.

He was put on the edge when the energy blast took down Angel Island. The disasters that piled on top took their toll on the fox and it was beginning to show. Repeated flashes made his movements groggy whilst the constant ringing in his ears made it impossible to hear anything save for the next crack of lightning. The howling wind numbed his face to the point he couldn't tell his own facial expression.

Tails' angry grimace frightened Cheese, yet the Chao took his chances when Tails passed the bottled medicine for Cream. Cheese took a whiff from the vial before offering it to her and immediately came to regret it. The repulsive smell had an almost physical punch that made Cheese lurch his head away on instinct. As the Chao crawled up to Cream to bring the vial to her nose with trembling arms, he noticed red droplets on the glass.

Blood. Tails' blood.

Cream shot back to life and hugged Cheese amidst happy squeaks, blissfully ignorant of the predicament they were all in. The Chao was quick to level her enthusiasm by pointing at Tails. Two scars stretched across his cheek, red dripping from the side of his snow white muzzle. Wayward drops caught by the wind left long marks on the plane's casing. They were encroaching on the passenger's seat.

Tails still had the first aid kit next to him. He could easily fix this. Cream called, shouted and pleaded for the fox to respond, but he just sat there, whispering on end.

"I see you. I see you."

There was something very wrong with Tails. He couldn't snap out of it and Cream felt useless. The storm, in the meantime, seemed to be getting more intense as the clouds above cast a darker shade on the plane.

Cream raised her head and gaped at what she saw. It stalked them from above, circling the plane like a vulture, its wings fanning an ever growing vortex out to knock them from the sky. The rabbit shook in her seat, at a loss for words, before falling still.

"I see you," she uttered without meaning to.

"Chao! Chao!" her friend protested before Cream's expression froze. Cheese tugged on her arm and hopped on her lap in hopes of getting the rabbit's attention. Nothing worked. Desperate, Cheese bit her.

When that didn't make a difference, Cheese took a big breath and opened the medicine again to give Cream seconds.

"A-ah! Cheese! Bad Chao!" she exclaimed all of a sudden and swatted the vial out of his hold.

The Chao dove after it, stuck in a crack in the floor. Cheese noticed the liquid was boiling inside. It didn't take long for him to tell why: the floor was piping hot.

"I'm sorry, Cheese! I don't know what came over me, I just…." Cream continued wailing while Cheese hurried to find the cap to reseal the medicine. "Cheese…can-can you see this?"

Cheese didn't want to. He didn't look back or up because he knew one thing he had to do – wake Tails up. The fox would help them get to safety.

Easier said than done when travelling at emerald speed. Cheese's wings were too weak to bring him forward on the plane, so he pressed tight to the fuselage and prepared to crawl all the way to the pilot's compartment. He didn't like the idea of putting the smelly vial in his mouth, but he needed both hands to trudge forward.

As he approached Tails, he heard a voice coming from the pilot's audio.

"This is GUN Scorpion Troop speaking. Unidentified aircraft, you are approaching closed airspace. Change course immediately." There was a pause. "Change course or you will be shot down."

The voice said it like a routine instruction rather than a threat, yet it scared Cheese just as much. The moment the Chao got close enough to tumble down between Tails' legs, he opened the vial and bravely rose to Tails' bloodied face.

Cheese made sure to poke the top right against the fox's nose, so he would feel the magic healing effect or whatever it was medicines did. He poked it again and again, in vain. Tails wasn't reacting!

To his horror, Cheese discovered that the liquid inside had already evaporated. The one thing that could save them…

Cheese flailed in a manic fit, screaming the only word he knew, hoping Tails would notice. Tails ignored the jumps and the kicks no matter how hard Cheese tried to wake him up. Getting tired, Cheese lost balance and fell onto Tails' dashboard. After clicking several switches and pressing down buttons with his rear, Cheese stopped only when his face knocked against a shiny panel with a Chaos Emerald drawn on it.

The plane coughed, giving way to violent vibrations. Cheese glanced at the clouds and found them going up, growing lighter in hue as they did. While he felt relieved by the light, reinforced by a funny feeling in his tummy, it paled to the joy he experienced when Tails' face moved.

"What the? Ow-ow!" Tails exclaimed as he looked around frantically, as if awakened from a nightmare.

Reality appeared little different. His face was bleeding and his body was covered in sores. Though, it wasn't until he checked his surroundings that he realised how deep down the rabbit hole he had gone.

He had lost control of the plane, descending rapidly, and the smoke chugging in thick plumes out of the engine was beginning to seep through the cracks in the pilot's compartment.

The open radio channel had an incoming transmission, which, at first, gave Tails hope for some good news.

"This is your final warning, unidentified aircraft. You are approaching closed airspace. Change course immediately or you will be shot down. GUN Scorpion Troop out."

"Shot down?!" Tails gasped, staring at the smoke around him. The plane was dying and they wanted to shoot him down? He resisted yelling at the voice on the other end of the line and took a moment to breathe before addressing them. His composure fell apart the moment he started speaking, "Mayday! Mayday! This is Yellow Sky. We are going down. The plane is out of control. Do not shoot!"

"Copy that, Yellow Sky. We have you on visual."

Long-awaited relief pushed aside Tails' frown, if only for a second. Having descended from the storm, he saw Station Square dead ahead. Cream wailed in the background at the sight.

Buildings crumbled apart, whole districts lay in ruins and fires attempted to devour the survivors. It looked like a war zone that has been shelled for weeks…but he had come there to pick up Cream that very morning.

GUN were in on the job. Tails would ask them for an explanation. Looking at his on-board radar, Tails noticed several incoming blips. They were scrambling jets to guide the plane to a safe landing zone.

"It'll be okay, Cream! GUN will save us!" he yelled back to her. "See?" he pointed down at the silvery objects heading their way. Cream's weeping got louder.

When the number of blips went above a dozen, Tails lowered his hand and squinted at the welcome party. Those weren't planes; GUN had fired missiles at them, each bigger than the Tornado 2. Tails had to believe his eyes. He wanted to believe them, but his brain refused to process the imminent scenario. One missile was enough to end them on the spot and GUN launched a full volley. Even if Tails bailed, he'd be caught in the explosion.

Tails bit his lip at the idea the military pushed him to. He raised the volume on his mic. "Yellow Sky to GUN. Yellow Sky to GUN. Hold fire. Sonic the Hedgehog is on board with me. Do you copy?"

GUN opted for radio silence while their missiles did the talking.

Fearing the worst, Tails turned to Cheese. "We need to dispose of the Chaos Emerald. If it is caught by the explosion, there's no telling what will happen."

Cheese saluted with one arm despite being busy wiping his tears off with the other. Tails had intended for the Chao to return to Cream to give him the privacy to crawl to the plane's nose and break out the emerald, yet the Chao rushed to have their roles switched.

Tails glanced at Cream and figured Cheese had picked the easier task. The rabbit's bloodshot eyes swelled under the weight of her tears. It was too much for her and all Tails could do was watch. He had to be at her side, but did he really want to? A word of comfort wouldn't stop an explosion. Lies would still lead to her being blown to smithereens, only with a trusting smile, her usual expression.

"Social contracts be damned," Tails huffed to himself. He undid his seatbelt and hopped to the passenger's seat.

He was worried the force of impact would squish her, having underestimated the rabbit. She clung to him for life, squeezing much harder than a little bunny should have been able to. Tails found himself gasping for air while staring at her delirious facial spasms. She was mouthing "Mama." That was all she could do after surrendering her voice to tears.

Disaster came with a boom that brought thunder to shame. Fiery tongues dyed the plane's fuselage black, scorching and tearing through everything in their way. Tails felt the heat with every fibre of his being as he positioned Cream below himself to shield her. He pulled his tails to her sides and kissed her on the forehead, surprising himself in the spur of the moment.

His cognition lapsed once he ran out of breath before reawakening to Cream loosening up her hold on him. She was panting loudly. The rabbit couldn't exert herself more; her limbs were shaking.

The missiles singed the fur on Tails' back and gave him a teeth-gritting burn. They did not explode.

Tails gawked in awe at the bright flames that trailed the warheads retreating into the storm above. Either the missiles were a scare tactic meant to test him or the Tornado 2 was too small a target to trigger detonation.

Or he was just in the way of the intended target. Despite the plane plummeting to the ground, Tails couldn't tear his eyes off the sky.

"Cream?"

She couldn't speak.

He pulled the protective goggles off to offer it to her. "Here. It's…windy."

She smiled.

It felt like staring at the midday sun even though Tails held his eyes closed. The first explosion thinned the storm while the follow-ups annihilated clouds in a widening trail going back all the way to the horizon. The force rushed to dissipate the storm in every direction as rapidly as it had emerged from Angel Island.

Regular explosives couldn't do that. GUN were firing nukes and Tails hoped to all things sacred the target was put to rest. Now, he just had to deal with the less pressing matter of surviving a plane crash.

Adding insult to injury, GUN hailed the plane as if nothing had happened. "Copy that, Yellow Sky. You are clear to land at the Station Square airport. Evacuees will be happy to see Sonic the Hedgehog on the job."

"Evacuees?" Tails and Cream asked in unison. Tails was astonished they had any while Cream merely wanted to know what the word meant. Cream also murmured about Sonic being there, a lingering question Tails wanted to avoid.

There was no way they'd make it to the airport. The plane was going to fall in the downtown area and it didn't seem like they had a vacant airstrip, anyway. The airport was packed with military planes.

"Negative. The plane is out of control. We'll have to eject and make it there through the streets."

"Yellow Sky, the city is off limits. You are cleared for the airport only. Roger?"

"Chao!" Cheese chirped, interrupting the moment. He returned with the blue Chaos Emerald in hand.

Tails put his finger in front of his lips, so everyone would stay quiet while he disabled the radio. GUN didn't need to know more than they already did. If they were okay with intimidating renowned heroes in a time of need, they couldn't be trusted. The trick was planning a route through the city that steered clear of the hardest-hit areas.

The airport lay a breeze away. Tails doubted GUN would allow him to catch the wind and take the high road. The streets, from what he could surmise as the plane approached the cityscape, were crawling with GUN troops, some of which were armed with nukes.

He could have used the lightning storm as a distraction. It was odd to see sunshine enforced by nuclear arms. The storm hadn't died completely, but its shade was forced out of the city for a spell. Tails wanted to forget what stood behind the storm, namely, the fallout from the Angel Island event.

Eyeing the city for a suitable landing, he huddled up with Cream and Cheese. "Do you see that skyscraper? It's adjacent to Speed Highway. GUN don't do well on highways and the wind should give us a speed boost to make it to the airport at Sonic speed. On the count of three, we jump to the skyscraper's roof."

"Chao!"

Cream hesitated. "Tails?" Her eyes were difficult to see behind the goggles, but the pleading expression was evident. "Can we go see mama first?"

"Vanilla's house is in the opposite direction…" Tails began as he looked down, away from the tiny rabbit. What he saw there was a fleet of GUN mechs ready to lay waste to anyone out in the streets of Station Square. Sniffling in defeat, she would have let him have his way and that was why he would have been unable to forgive himself disappointing her. He continued, "…and we need to go there first because she has our airport supplies!"

"Yay!" The rabbit clapped in excitement while Cheese twirled on one foot.

Despite being on the cusp of disaster, they were children and behaved like it. They didn't deserve to be a part of this mess, Tails thought.

The fox helped Cream out of her seat and soon they found themselves holding hands ahead of the fateful leap.

"Ready?" he asked. As soon as she gave him a nod, he started counting, "One!"

Cheese looked at his own feet, checking if he could rock his heels like Tails and Cream in preparation for the jump. Tails had his jet anklet on, albeit one of them had a shiny red spot in the middle. Cheese waved his hand in front of the spot, making it bounce to him and back.

"Two!"

"Chao?" Cheese glimpsed at the city, where the spot was coming from.

The next thing he knew, the spot vanished and Tails violently jolted to the side, pulling Cream with him. Cheese remained on the damaged plane while his friends careened into the distance.

"Three!" Cream finished it for Tails.

The Chao made it just in time. He fluttered down a split second before a much bigger light landed on the plane's nose and shredded it into explosive shrapnel.

A decrepit city crawling with danger lay ahead, yet Cream couldn't help smiling. She was coming home to mama.


	3. Chuting

**Chapter 3: Chuting**

Smiles faltered as bullets zipped past their heels. GUN came prepared, but they underestimated Tails, Cream and Cheese if they thought bullets would be enough. Cream zigzagged her way towards the rooftop; she has had plenty of practice with Eggman's robots and these were no better.

Her incredible speed surprised Tails. At times, he felt like he was being towed by her rather than carrying the party like he normally did in high-flying situations.

Cheese got the brunt of the hostile greeting. Just like GUN, he had the task of catching up to his nimble friends. Stomach-churning motions coupled with the whizzing bullets' heat trails concocted a cacophony for the senses that had him landing face-first on the skyscraper before Cream picked him up. Cheese shouldn't have eaten all that cake.

"Chao…" he murmured, unfocused eyes twirling in random.

Tails fumbled on his feet upon touching down. The first bullet may have grazed more than the surface of his jet anklet. Still, he refused to show he was in any pain. The fact Cream landed completely unscathed impressed him even more.

"You were amazing!" he exclaimed.

Embarrassed by the burning sensation in her cheeks, Cream hugged Tails to hide it from him. She knew it was right to say something thankful in response, but she couldn't help herself. Once Tails returned the gesture, albeit looser than she would have preferred him to, the fuzz on his chest tickled her nose.

She sneezed, which was both a parting and a return to reality. They were in a decrepit city she called home, hunted by the very people tasked with Sonic's capture years ago. Those people did not give up no matter how wrong they were in their actions and the trio had little doubt they have escaped GUN's watchful eye.

A shimmer creeping behind Tails caught Cream's attention. She had seen it many times before, in the distance over roads on a hot day, but never this close or compact enough to resemble a shape. Her long ears twitched as she tried to pick up a sound. There was definitely something there, something that wanted its identity to remain concealed. It couldn't be trusted.

Cream eyed Cheese, standing perfectly still just in case.

Tails read the shift in mood and perked an eye ridge in hopes of getting an explanation. She was looking in his direction, but her eyes weren't focused on him. More like, behind him.

"Cheese! Get him!" she exclaimed.

The Chao took off like a torpedo, giving Tails barely enough time to register the attack and get out of the way. Despite his size, Cheese had the tenacity to bust open an Eggman robot. His current target wasn't as easy to take down. Sparks flew where Cheese hit. He must have made a good dent because the shimmer disappeared to reveal a gold GUN beetle.

Albeit the floating robot had no weapons, it was far from harmless. The beetle's glowing red eye did its dirty work before Cheese could disable it with Tails' help.

"Additional targets identified."

Cream's ears twitched again. "They're coming!"

"Who's coming?" Tails asked while he inspected the fallen robot. Why would GUN waste military stealth technology on rooftop surveillance? Regular security cameras would have done the job.

Plumes of exhaust smoke were his answer as several large GUN mechs landed on nearby rooftops. They all bore the same insignia, Scorpion Troop F-6t Big Foot.

"Bring her down!" the order sounded off.

Tails had seen enough. Missiles burst out, primed to demolish the building and make short work of the trio.

"Forget I asked! Let's not leave Vanilla waiting!"

He grabbed her arm together with Cheese and they hurried inside the building. There was no way they'd reach the bottom via stairs in time.

Cheese rubbed his forehead. He bumped against an angle in the beetle's armour plating that left a purplish swell. Cream kissed it to make it better.

Tails resisted a chuckle when he had an idea.

"How's your head, Cheese?" he asked.

"Chao?"

"I need it for another go. Think you can open this thing?" He pointed at the doors leading to the elevator shaft.

They were plummeting down the shaft sooner than Cheese realised there were now two bumps on his head. The elevator wires had been cut for some reason, so the shaft was empty. This gave Tails and his friends the head-start they needed to escape the fire that was beginning to consume the top floors; the missiles had exploded on target and the building was a heartbeat away from crushing them.

GUN had packed streets with patrols ordered to shoot on sight. Taking it to the surface would have been suicide, so they were better off letting the building collapse on top of them. Tails didn't like those odds, yet there had to be a way out. GUN always left a fatal flaw in their plans, which made them all the more dangerous. A system assumed perfect was destined to break at its foundation with unintended consequences.

Tails spotted the elevator's wreckage crushed by its own weight at the bottom of the shaft, two levels underground. It took effort for the trio to brake to avoid a similar fate, but they made it where GUN goons were unlikely to target them, judging by the chaos in front of them.

Upturned cars bled a dying flame, having consumed most of the oxygen in the dank dark underground parking lot. Tails' eyes watered from the fumes and it looked like Cream would suffocate before the building collapsed if they didn't find a way out ASAP.

Without power to keep the sprinklers working, the fires must have been allowed to burn for a long time if they had produced so much smoke. The thick layer hanging just above the floor obscured Tails' steps until he accidentally splashed into a puddle.

"They had power when this started…" he murmured as he reached down to the puddle. The water was still trickling towards the drain. Just as he thought he had found the exit, he heard weeping behind him. "Don't cry, Cream. I've found the way out!"

"T-that wasn't me, Tails." She was quivering, but she told the truth.

"Chao!"

Tails put his hand over Cheese's mouth and gestured for him to keep quiet. They were not alone.

Not intending to make happenstance acquaintances, Tails carefully removed the water drain's cover. Cheese would go first, followed by Cream. Tails didn't want to send his friends into the sewers ahead of himself, but he had to be there to put the drain cover back where it belonged. This was an escape hatch built for three as far as Tails was concerned.

Smells bombarded the trio on their way down the sludgy chute into Station Square's sewers. Tails had explored them on his previous adventures; the experience was new to Cream, though. Having all sorts of dirt stuck to her dress ahead of the meeting with mama got her teary-eyed again.

Tails patted her on the shoulder. "Sometimes this is what being a hero is about. I'm sure Vanilla will understand."

She nodded. The noise upstairs had turned extreme by that point, prompting them to make haste.

The sewers seemed to be in better shape than the town's surface. Other than a few cave-ins forcing the three to change course, the underground network showed little evidence of the chaos raging above. The low sewage level didn't look promising; it was much higher every time Tails had been there. The occasional uptick and flushing noise gave him hope there were survivors, Vanilla being one of them.

Fresh blood stains congregating far from manholes levelled his optimism, yet he didn't stop to examine them up close or share his sentiment with Cream and Cheese. A pest big enough to leave such stains did not exist.

Tremors distracted him from the unwieldy thought. Something was going on out in the street above. Silently, the trio approached a manhole, light from above shining through the cracks onto their dirty faces, until a large foot covered the light with a loud metallic clank. A GUN patrol, no doubt.

As Tails got ready to get a move on, he overheard a conversation. One of the voices sounded painfully familiar, an aural cocktail of snide deceit and robotics.

"Report."

"Heavy losses, sir. The situation has gotten out of hand. We need to-"

"Non-statutory combat assessment obsolete. Were the targets eliminated?"

"Sir, yes, sir."

"I see…." The robotic voice paused. "Outstanding progress. Armoured train ETA is 45 minutes. Hold position until the wipe team arrives."

"W-wipe team, sir?"

" _We need to_ reassert control. Expect resistance when they are forced out into the open."

Just when Tails thought GUN had stooped to their lowest, the organisation found a way to surprise him. It made perfect sense why they were so eager to get him out of the picture. Whatever the military was up to, they had clearly committed crimes if a _wipe_ was in play. Considering the nuclear arsenal they brought to Station Square, the whole city was running on a timer.

Vanilla's house stood just a few blocks away from that patrol. Robotic stomps became more frequent as the trio approached their destination. Tails hated himself for letting Cream have her detour nearly as much as he hated refusing to answer her questions. She has heard enough lies for one day.

An intense light going forward caught his attention. There was a cave-in in front of Vanilla's house, only this one looked like it was made by an explosion rather than an earthquake. The crater exposed them to all eyes out in the street, a conclusion Tails reached too late to retreat.

"Mama, I'm coming!" Cream exclaimed as she took off to enter the building.

"No, wait!"

Tails' request fell on deaf ears; the rabbit was too overwhelmed with emotion. Cheese invited Tails to follow suit before zipping off inside himself. Tails hesitated to get out of the crater. He has had enough of the burning cityscape to avoid looking at the desolate streets, a view that made him sick to his stomach.

GUN had outdone themselves in making the city look like a war zone. Another building collapsed in the distance, adding to the chorus of car sirens still alive after the shelling that peppered the streets with craters. Most windows in the nearby buildings were shattered. Some were lined with scraps of clothes and blood; the inhabitants must have been so desperate to escape they jumped for it.

Vanilla's flat had one of those windows. A shred of her lavender dress thrashed impaled on a shard of glass stuck in the frame. A red stain on the pavement marked where she had landed.

The body was missing. In fact, there were no bodies, limbs or signs of life out in the street. All of the trees that he could see were charred down to the trunk.

He feared leaving Cream to her own devices, lest realisation would hit her sooner than he could offer her solace. Tails threw caution to the wind and put his tails to work. Entering through the broken window was faster than taking the stairs. If GUN had assumed they were dead, no one was going to search for them. Though, the Chaos Emerald in his hand was a dead giveaway of movement to anyone equipped to detect its vibrations.

Once inside, he became witness to the most touchingly improbable scene, a mother and daughter reunited. Sobbing and cooing filled the room.

"I'm so happy to have you back," Vanilla said. She embraced Cream so tight Tails couldn't hear the rabbit's response, buried in Vanilla's chest. "All is well, Cream. Mama's here and she'll protect you." She stroked Cream's head in an effort to calm her down. "It's okay, sweet pea, I forgive you for abandoning me. Bless your little emerald heart for guiding you home."

Exhaustion, both physical and mental, took over Tails when he failed to process what was going on. Only one word escaped him as he flopped on the floor, "Vanilla!"

She smirked without looking his way. "And you brought home your friend. How adorable. I'd ask what he did to you to make you this filthy, but a mother forgives."

Tails flushed with shame. It has been a while since anyone last chided him as bluntly. He didn't know what to say until Vanilla worded it out for him.

"Thank you for coming, Tails. Cream will need to clean up and think about what you've done, so you may go home."

Clean up? The apartment was a mess and Vanilla looked even worse. Broken furniture that someone tried to chew up lined torn wallpaper bits with scratch marks that went deep into the concrete. Feathers from a pillow lingered in the air above a totalled bed. Tails' heart fluttered when he found himself considering the offer. He'd never leave Cream in such conditions! Home or not, GUN were about to force the survivors out and wipe Station Square from existence. Vanilla was crazy if she thought he'd just up and leave.

She must have sensed his resolve because the look she gave him was that of contempt and disgust. Her bloodshot eyes focused on him until he realised the gravity of the situation. Vanilla was threatening him, and the longer he examined her, the more aggressive her stature became. The features she initially tried to hide from him emerged to a gruesome effect.

Her grimace edged past the rim of her snout, a row of bloodied predatory teeth glaring at him. The furrows Vanilla left on Cream's head with every stroke of the hand deepened when razor-sharp claws punctured through the fabric of Vanilla's gloves.

Leaving Cream in the hands of this…creature guaranteed she'd be gone by the time GUN got their chance to blow everything to kingdom come.

"Cream, n-now that we've found your mother, I think we should evacuate like GUN told us to."

Vanilla hissed at the mention of the organisation's name. She took a step forward, leaving a red footprint where she had stood. It was trickling down her leg the entire time.

"You're better off not talking to strangers, little boy. GUN are the cause of the sadness you see all around you."

As tainted tears dripped from her unblinking eyes onto Cream's head, he did see sadness in them, but that was just a part of what she let him see. There was anger, pain and something else he couldn't put his finger on. Despite inching closer to the window to hold his distance from Vanilla, he refused to give up.

Vanilla pressed on, "I entrusted my only daughter to you and what did you do? You lied and you hurt. Her little emerald heart is now beating with sadness because of you. Have you not had enough?! You won't stand between me and my daughter."

She was right. Tails did cause Cream a lot of pain, and if he had his way, she'd have to endure even more. Sometimes, pain was what being a hero was about and he was willing to endure abuse for Cream's sake. Tails took a deep breath to gather the rest of his courage and moved towards Vanilla.

"Or what?" he asked.

Her crimson-filled eyes glowed with glee at the challenge. Shrinking pupils above jaws dripping in anticipation gave Tails the missing puzzle piece. Hunger. It was hunger that had clouded her consciousness and now Tails stirred up a hurricane.

Vanilla was going to grace him with a response, only she had a more pressing matter on her hands. Cream started fidgeting, which meant she was ripe for a demonstration. Vanilla grabbed Cream by the sides, fully exposing her deformed claws as they sliced the gloves open. Cream screamed when the pressure at the tips of Vanilla's pincers cut into her skin.

"It's a sad world, sweet pea. Let mama protect you!" Vanilla's pupils rolled up to the back of her head while her jaw opened wider than it should have been possible, letting Cream see her fate in her mother's gargling throat.


	4. What Matters

**Chapter 4: What Matters**

Cheese had to free Cream. The Chao propelled himself forward like a cannonball, hitting Vanilla in the shoulder. There was a crack. A red stain soon formed on her dress, but it did not loosen her grip on Cream.

The little rabbit was too scared to move. Even as she screamed that the monster about to eat her was not her mother, she knew deep down there wasn't a home in this world left for her. The very thing she had anchored her life to ceased to exist.

Tails wouldn't stand for this. He swept Vanilla off balance with his tails and rolled into a ball to knock her down. The arm Cheese had hit twitched unnaturally, which gave Tails an opening to yank Cream away.

Just as he put out his hand to grab her, Vanilla's dislocated claw twitched again, leaving a horizontal scratch on Tails' face. This disoriented the fox, who became easy prey. Vanilla put her pincers around his neck to lift him above the ground while she stood up.

Tails could hear her gargle excitedly now that she had two morsels in her clutches. Cream had fainted and strength was escaping Tails with every squeeze of the claw around his neck. He could neither inhale nor exhale, much to Vanilla's satisfaction.

She wasn't done, though. Tails found himself smashed against the furniture that wasn't reduced to splinters yet. The force of impact knocked the air out of his lungs, only to back up when it couldn't go past his throat. Tails writhed in agony, losing control of his arms. He couldn't keep holding on to the Chaos Emerald, so it fell to the floor with a clinking sound.

Vanilla's bloody irises became visible again. Her body convulsed from the sight as if the emerald's very presence was attacking her. The emerald seemed to react to her as well, its light growing brighter, stopping just short of a flash of Chaos Control.

She threw the hostages at the emerald one by one to push it away and broke the front door down on her way out in a fit of white hot panic. The emerald's sheen returned to normal when she left, leaving a scared, hurt and confused Chao to resuscitate his friends.

Tails coughed out something nasty that had gathered in his throat while he couldn't breathe and rasped for air when he realised the monster he used to call Vanilla was gone. His lungs greedily took in more than they could fit, making the cough worse. It felt too good to breathe again even if it caused a needling pain in his throat.

He found Cream lying unconscious on the floor. Still gasping for air, he wiped the saliva dripping from his mouth and realised his face was burning up. Vanilla's scratch added to the clawing he got from the shadow during his flight.

Cheese kept tugging on Cream's arm in hopes of waking her up. She wasn't breathing, which meant Tails had to act fast. He took a steady breath, opened her mouth and lowered his head, eyes closed, to connect with her lips.

What he got was a scream and a kick in the chin. "Get away from me!"

For a little rabbit, she could pack a punch. "Ow! I think I chipped a tooth…" Tails inspected his canines; one of them was visibly shorter than the others. He then turned to Cream, who looked more frightened by the toothy display. "What's the big idea? I was doing CPR."

She continued shaking in a corner, her head drooping low. Cheese fluttered towards her with a hug of consolation, but was refused. Cream didn't want anyone to touch her. All she wanted was for things to go back to normal. Every time she blinked and saw the same stains on her dress, smelled the same putrid odours and felt a physical pain branching all the way to her heart and mind, she wanted to cry more. She must have been a horrible-horrible daughter if this was the punishment she deserved.

Her home lay in ruins, her mother – a monster ready to feast on her flesh and blood. She had no more family. She was alone. All alone in a sad world without anyone to protect her. Not even herself.

Tails went to the kitchen to check on a few things. He didn't have a heart to listen to her mumbling self-flagellation or look at the blood dripping from her ear, a part of which was sliced off during the encounter.

The Chaos Emerald could heal physical wounds. Emotional experiences were a different story. Whenever Tails faced one of those, he preferred hunkering down in a box of logic to reason himself out of the problem. It didn't give him the warm feeling a hug did, but he had the hard facts on his side and that was enough to trudge forward.

A corrosive substance had eaten through the kitchen sink, so he steered clear of tap water. The fridge had plenty of food, though. This didn't make much sense; Vanilla's behaviour resembled that of a hungry animal, yet she had plenty of food left. She even had some meat in storage for the occasional guest.

Tails went for the one thing he considered safe, bottled water. He splashed some on his face, resisting the hissy sensation of an irritated wound, and drank the rest before raiding Vanilla's first-aid kit. He recognised most of the medicines there and felt it would make Cream more at ease if he went ahead in her presence. He grabbed an extra bottle of water, in case she wanted some.

He found her on the same spot, now examining her ears. She had always assumed they were of equal length, but seeing the difference now had her doubting herself. If she stiffened the injured ear, they were of the same length. Almost. Cream wasn't sure nor did she want to be.

Tails sat down, keeping his distance from her, and worked on a few wounds with the first aid kit. At the same time, he gestured to Cheese to flutter over and hand Cream the water.

She smiled. It was a relief.

"Thank you for taking care of me, Tails. I'll try to care for myself more from now on."

Even though he didn't buy her smile, he mirrored it. "It's what friends do…"

Tails saw her walk to her room. It would have been better if she didn't. He heard her sob while she rummaged through her remaining possessions. The pickings weren't good; she had to go for mildly torn, if clean, clothes before disappearing again. This time, in the bathroom.

Cheese sang a quiet song by the bathroom door. He had realised the situation was bad, but it stopped getting worse and something good could be waiting just around the corner!

He stopped singing when he heard her scream. Cream rushed out of the bathroom and threw herself at Tails, who was just about finished with the bandages.

"It's okay, Cream. I'm here. Shh," Tails whispered. He felt immensely guilty for Cream experiencing such misfortunes. He didn't know what it was this time, but he knew it was his fault and that, together with Vanilla's words, still rang in his head.

"The water, Tails! It's yellow and it's…not water! Look at what it did to my gloves!"

They were blackened. The colour was spreading on the fabric.

"Acid… Here, let me." Tails helped her dispose of the gloves and used the spare water bottle to wash down any remaining acid from her delicate palms. He should have warned her not to use the tap. He had seen what it did to the sink. It was his fault. At least she didn't try to use the shower… Tails shuddered at the thought.

"Chao! Chao!" Cheese yelled, pointing at the bathroom. The acid or whatever GUN had replaced tap water with was flowing out of the bathroom in a yellowish vapour cloud. Thankfully, Cheese rescued Cream's clothes.

Tails turned away once he realised she hadn't finished dressing up.

They left the apartment complex without breathing another word. Tails was sure to grasp the Chaos Emerald firmly before rearing his head out into the street. Vanilla was hacking away at a GUN patrol nearby. The mech didn't stand a chance; she outmanoeuvred its shots and used every opportunity to pound at the cockpit. Tails felt sorry for the human pilot, a drone forced into submission by an unrelenting system. A few moments ago, that pilot may have been targeting Tails and his friends on the skyscraper, but Tails still forgave him, considering what would happen when Vanilla broke through.

If there were other survivors who behaved like her, it explained why he didn't see any bodies. GUN had their work cut out for them and this time the enemy had enemies of their own.

He wouldn't call Vanilla a friend, contrary to the proverb. Whatever had happened to her, assuming it was her in the first place, glazed over her personality with a feral lust for destruction and an equally feral fear of the Chaos Emerald he had in his possession.

"Cream, Cheese, I need you to listen very carefully. We're going to make a run for the airport as quickly as possible. It's a straight line for the most part, so all you have to do is run. Don't look sideways. In fact, you might as well close your eyes and keep going no matter what happens."

She nodded. "Let's not count to three."

Tails noticed her reluctance to join hands and hoped it would pass like things tend to. Her resolve to keep her eyes open, even as the trio sped past the mech under Vanilla's assault, inspired confidence that would be the case. Cream's gaze did meet Vanilla's during the brief encounter, yet he couldn't read into it. Vanilla continued pounding on the GUN robot with increasing force and that was all he needed to know. By the time they reached the airport, she would be too far to catch up.

Wishful thinking fell to the challenge of traversing streets congested with debris and hostile GUN patrols. There were more of them near the train station and these looked better equipped than the standard Big Foot model.

To make matters worse, they seemed to be aware of the trio's approach. Lights flashed and engines roared as dozens upon dozens of mechs rushed to stop their advance.

"No matter what, Tails?" Cream asked.

GUN barricaded the road ahead as well as any feasible detours. Going underground now that the water supply was tainted with acid would have been reckless. The high road would only give their missiles easy target practice. If only he could talk to the people inside the metal monsters…

A flurry of bullets made them shift lanes to hide behind a chunk of metal debris. Tails took an unplanned breather, eyes darting around in search of a solution.

Silver tips tailed by plumes of smoke were approaching; GUN didn't waste time escalating the encounter. The missiles were bound to make short work of the blockage and the three hiding behind it.

"Yes!" Tails exclaimed, having an eureka moment. "Sonic Riders don't stop for anything," he said as he removed his jet anklets and affixed them to two even-looking pieces of metal. "Let's do it-"

"-to it!" Cream gleefully added and picked up one of the improvised Extreme Gears.

The path forward wasn't as straight as Tails had hoped, but they had to make do to survive the onslaught. The jet anklets provided sufficient lift to get going whilst the trio's flight abilities took care of the rest. They surprised GUN by hopping over the debris a split second before a missile obliterated it and gaining enough speed to scale a row of office buildings along the street.

Windows shattered as they moved by. There was no use looking back; as soon as they jumped to the next building, the first one was already crumbling under missile fire. The closer they got to the train station, the greater the firepower GUN was throwing at them became.

It wasn't until they heard the cry of the city-wide warning siren that they realised the gravity of the situation. GUN were facing a real threat if they fired up the one sound everyone in the city feared.

Being given this much attention exhilarated Tails. GUN exposed their full might at the train station, which they intended to turn into the trio's grave.

A giant golden walker emerged from behind a corner. Tails immediately noticed the radioactive warning labels emblazoned on its sides. The fact half of its missile pods were empty forebode trouble of the highest calibre; it was the same launcher that almost shot the Tornado 2 out of the sky.

"They can't be serious!" Tails exclaimed. He felt the distance between him and Cream grow.

The jet anklet attached to her hover board malfunctioned and she was losing both lift and speed. Tails had to back up to get her and Cheese. It meant shedding the last advantage he had against GUN.

"Help us, Tails!" he heard Cream yell. Her panic contaminated his thoughts. Muzzle flashes, city fires, a curtain of debris about to swallow them whole, all of it put pressure he did not know how to handle.

"Hang on!"

He swerved against the current of gunfire to bring her back before ground-level goons would find her an easy target. Sparks flew as he pushed the remaining jet anklet to the limit, descending at a crazy angle that had him grinding on the building's metal frame. It was a balancing act he had to get right to save his friends.

"Gotcha!"

Cream and Cheese added more weight than the Extreme Gear could withstand on its own. It refused to go back up. The soldiers out in the street, angered by the trio's audacity, cocked their guns at the opportunity to eliminate the annoyance. Laser markers tagged Tails' chest. There were too many to dodge on their current trajectory.

Tails couldn't avoid meeting GUN's expectations. He grabbed Cream's hand and nodded when she returned the gesture with an iron grip, Cheese clung to her back.

They let the hover board fall and explode under a rocket salvo to give them the distraction they needed to spin into a large ball, tag team-style. Tails had practiced it with Sonic, but he was happy to learn Cream was a natural team player.

With their combined speed and agility, the multi-coloured ball rolled to the edge of the building for a leap across the street to the skyscraper on the opposite side. The sudden shift gave them more breathing space until GUN finished demolishing three more buildings on the side they jumped from.

"I see planes, Tails!" Cream chirped.

They had a clear way forward to the airport. Or so they thought. The acid GUN kept pumping into the city's water supply had eaten through the pipes, bursting out on multiple levels of the building they were scaling. The yellowish fumes flowed down, eating away support. It didn't take long for them to feel the burn. They couldn't keep going this way.

"Remember what I said?" Tails asked.

"No matter what…"

"I'm sorry, Cream."

Tails gave her a parting smile ahead of Thunder Shoot that thrust her into the distance. They were too big a target flying together. By the time GUN realigned their rockets to finish him off, she would already be out of the closed city.

The heat came sooner than he could have anticipated. A supersonic boom blew him out of the sky. It wasn't a bullet or an explosive, just the air sliced away by the crown jewel of GUN's victory, nuclear missiles.

He would not have imagined they were capable of such speed. The ones he saw on his flight to the city were nowhere near as dangerous, nor did they have the grinning logo of the Eggman Empire.

"Eggman!" Tails yelled, plummeting to the gas-covered street. Cream and Cheese were knocked out of the sky just as easily.

Armed GUN beetles floated towards them. Tails fought off the drones attacking him, but they stalled him enough for the others to incapacitate Cream.

His head was pounding with stress as he jumped from beetle to beetle in hopes of getting to Cream before it was too late. Tails' focus narrowed down to her, forgetting everything that was happening around him. A bullet grazed his arm, a rocket singed his tails and the acid cloud burned his side. The wall of pain was waiting to collapse him, but he held it off until Cream was back in his arms, atop a hovering gold beetle.

A nuclear flash high in the distance drowned out the surrounding chaos. Clouds retreated from the violent fireball spreading outward to the city.

"It wasn't us… It wasn't us they were targeting," Tails whispered to himself in disbelief. He hugged Cream instinctively when a dark shadow emerged from the destruction, unscathed.

The unconscious rabbit hugged him back. Tails was yet to put two and two together.


	5. Vertical Escalation

**Chapter 5: Vertical Escalation**

The city fell silent, entranced by the nuclear explosion tearing through the firmament. GUN soldiers held fire and raised their heads expectantly. The most powerful weapon at the garrison's disposal had to lay waste to the beast, alien to everything they stood for. The improbable would yield to their control.

Tails hoped so, too. It bore little difference from the GUN mechs that tried to kill him, Cream and Cheese – just another threat impossible to reason with.

His heart squeezed when he saw a silhouette appear from within the fireball. The explosion was still alive, pulsing its all-devouring flames outward, but it was not enough to contain the monster.

Cream shook in his embrace. Tears flowed from her sealed eyelids as she hugged him tighter. Her mouth drooped open, giving way to a sound, a voice that was not hers. Tails watched in shock as the unconscious rabbit spoke without moving her lips.

"I saw you. You are blind."

Cheese had seen it happen before. There was no way of waking her from this spell via regular means and the Chao knew he was powerless. He called out to Tails to act.

"Chao!"

Tails only looked at Cheese wide-eyed. He was at his wit's end. At the same time, Cream moved her arms up his sides, slowly, steadily, with innate confidence. The pain that has been trying to splinter his body subsided wherever she touched. Once her hands reached up to his face, he felt the gashes seal, giving him the sensation he has been yearning for since he left the Mystic Ruins – relief. Tails closed his eyes to the soothing sound of her voice.

"No more fighting. No more sadness."

Her fingertips trickled down to his hand, past the edge of his glove. They coaxed him to relax his muscles, a kinder stroke following every ounce of tension escaping him. It felt like a dream, in which she was already whispering sweet nothings into his ear, her moist lips tickling at the rim while her intoxicating breath melted away his inhibitions.

Tails opened his eyes to bask in the image of the angel caressing his worries away. He saw nothing of the sort. Cream was there, saliva dripping from her gaping mouth. In the back of his head, he heard a voice begging him to drift back into the darkness, where he could be happy.

It was wrong. It was fake. This whole time, it was trying to make him let go of the Chaos Emerald. When Tails tensed his grip instead, the entity that possessed Cream returned the gesture by placing her hands on his neck, right where Vanilla did.

"Do you SEE?!" it shrieked from her throat.

The pains she had healed moments ago returned with renewed force; the double scars on his face popped open into fresh wounds, disorienting him further. He gasped for air, unable to comprehend how the little rabbit could exert this much force.

"What are you?" Tails asked, not really expecting a reply. He already had his back pinned against the beetle, one arm desperately trying to make some distance between him and Cream. He didn't have it in him to hurt Cream even if she was just a puppet now.

Whatever had come over her seemed glad by his address.

"I am all of you."

With that, it was done speaking. The squeeze mounted in force and Tails felt like his neck was going to snap before he would suffocate. Still, the minute exchange was the chance he needed to get himself together.

"My emerald friend disagrees!"

He let go of her arms and thrust the Chaos Emerald to her chest. It glowed much brighter than during the encounter with Vanilla. The same could be said about Cream's reaction. She let go of Tails and attempted to block the emerald with both hands.

A flame was born wherever the emerald touched. Actually, it did not touch Cream; the flame stood in the way and the more Tails pressed on, the brighter it became.

Tails was angry it had come to this, but his voice brimmed with sadness as he spoke, "Whoever you think you are, we will fight you and we will beat you. Get out of my friend while you still can."

The skin on her palms cracked from the heat. The flame hissed as moisture dripped on it. Cream's well-being didn't matter to the entity bent on disarming Tails. The fox had no clue on how far he could take his bluff, how much suffering he would allow Cream to go through before cracking himself. In the back of his head, he knew the entity was only toying with him, pulling on his heartstrings to test his reaction.

"I see your fear. I see your LIES."

Cream stopped fighting the emerald and instead focused on Tails' hands. If the Chaos inside the gem refused to bow to the entity's will, Tails' flesh and blood would easily bend. There was no teasing or slow burning this time; the enemy knew where to strike to make the fox cry out.

Arms shaking, he managed to bring the emerald to her chest. The process began, and it quickly became apparent that she didn't have the strength to break his limbs anymore, albeit the entity persisted inside Cream.

"Truth is relative, and so are you. Now, Cheese!"

The Chao jumped on top of Cream's head with the force he reserved for his enemies. The jolt was enough for her torso to hit against the sharp edge of the emerald, leaving a red stain.

Cream's body grew limp in Tails' arms. He didn't have anything to treat the wounds he inflicted on her. The Chaos Emerald only made it worse. Rather than soothe the colour between the cracks in her palms, it widened them. Tails made sure to put it away in his attempts of returning her to consciousness.

The shadow looming above Station Square paid no heed to his plight. A beam of negative energy as deep as a moonless night tore through the fallout enveloping its form to vanquish Tails' hopes of getting out of the city alive. The airport was blown to smithereens, leaving nothing but dust at the bottom of an enormous crater. The entire city felt the tremors. It didn't stand a chance against such power.

Tails set his sights in the direction of the Mystic Ruins. The dust storm had crawled up to the city's outskirts, about to flood the streets and conceal the many hazards roaming them.

Looking below, he saw other survivors, pierced by bullets, writhing under the effects of the acid cloud. Neither threat stopped them. They converged upon the train station as long as they had a limb to carry on.

The beetle Tails, Cream and Cheese were floating on huffed out smoke as it shorted out. The same happened to the other drones in the vicinity, spreading away from the airport and affecting circuitry that was still running.

"EMP," Tails whispered. Cream was beginning to wake up, a sign he took as his cue to get a move on.

His singed tails provided much weaker lift than he had wanted them to. He barely made it to the nearest rooftop. The building was likely to collapse soon, so he needed Cream to compensate for his weakness.

She cried when she saw what had happened to her. It struck a tone she wished to be as far away from as possible. Hand injuries, stains on her dress, she didn't want to be aware of them. The intense physical pain paled in comparison to the emotional shock she experienced.

"Tails…am I-am I really?" she began, transfixed by the harsh change to her delicate rabbit hands.

He ignored her.

She demanded an answer. She wanted him to say anything at all because his silence was the punishment she did not deserve. Cheese took a step back from her friend; she was going to hug him and hurt herself more by accident if he caught her attention in the slightest.

All Tails wanted was to give her a fleeting hope. She was better off not having her suspicions confirmed.

The fox gazed down into the increasingly obscured streets to check on how GUN troops were faring against a relentless force emboldened by the EMP that cleared its path forwards.

Pilots stuck in Big Foot robots in residential areas were mauled by the few survivors crafty enough to avoid the acid. The rest of the GUN garrison had a trick up its sleeve.

"No way."

A dome of crimson light rose up from the train station. Its grid widened to cover several districts, pushing back all hostiles and annihilating any of them too slow to get out of the way. GUN patrols cheered in their walkers at the change in the balance of power, protected from the city's savage denizens, the acid and the EMP. An electric outline of Eggman's smiling face scrolled high on the dome's outer rim. It was mocking the enemy as it towered above those under the dome's protection.

They stopped being discrete about forging alliances, Tails thought.

GUN were the least of his worries. A glowing red sphere big enough to be seen from outer space was bound to attract more attention than the soldiers asked for. The shadow didn't take long to cast its menace on those seeking to challenge its dominance.

Tails approached Cream, sulking on the edge of the roof, and sat down next to her. She leaned her head on his shoulder, timid as ever. The lump in her throat made it difficult to speak, so she let the tears speak for her instead. Tails hugged the miserable rabbit in a way that he felt shouldn't make her wounds worse and found himself looking at the dome. It was a mesmerising sight.

" _I am all of you_ ," he whispered to himself. He saw the GUN troops, their misplaced joy and laughter in the middle of a ruined city, surrounded by enemies that wouldn't fall to anything they could throw.

The low-pitched sound of a train horn distracted him from the thought. It was time. The armoured train has arrived.

It ploughed through civilian trains, clearing away anything on its way to the station. A bright red shell lined with hardened black steel, a set of horns on its sides and a pair of menacing eyes facing forward.

The train was so wide it took up tracks going in both directions and even that wasn't enough to accommodate it; the train rammed right through the entrance, widening the gap to suit its shape.

Cream fidgeted on the spot, enticed from her sorrows by the arrival. "Is that an Eggman train?"

"Yes, and our ticket out of here."

"Chao Chao!"

Cream picked up Cheese and twirled, happy to have a beacon to show her the way. "That's right, Cheese! We're going to visit Mr Sonic!"

A brush of her innate optimism was encouraging, but they needed an invitation if they were expecting to board the train. Judging by the commotion under the dome, the soldiers weren't too concerned about the events happening outside despite having an enormous glowing target marker on their collective back. They were preoccupied with loading cargo onto the transport.

GUN must have been sure they were the ones handling the invitations. The shadow thought otherwise.

The dust storm was beginning to edge up to the skyscraper layer of the city. If they wanted to avoid being overwhelmed, the trio had to act quickly.

"Your goggles, Tails," Cream said, about to remove them.

"It's a gift. I'll need you to help me navigate this cloud until we're at the dome. My tails…have seen worse."

She nodded. Her scorched hands were a fitting pair to his namesakes. Albeit it hurt to move her fingers, she held off the tears in anticipation of the reward that would make everything all right again, as she expected from a hero like Sonic.

The shadow fired its beam at the dome. Rather than eat into the force field or shatter it, the attack made it grow brighter, so bright the dust storm had no effect on its glow in the eye of a remote outsider. Before too long, the dome started expanding. The shadow wasn't trying to destroy it; it was giving the sphere more energy, more than GUN had on offer and much more than it could handle. Like the city, the barrier went out of control.

The train station garrison didn't seem to react to it until something off caught Tails' interest. All of the Big Foot pilots exited their cockpits, much to the discontent of some of their peers on the ground. What followed was a scaled preamble to the destruction that reduced Station Square to ruins.

Eggman's shield, like everything else the villain concocted, had a fatal flaw that endangered what little remained of GUN's forces. The energy exhumed by the shadow seeped through the dome's cracks, turning the enclosure into a greenhouse that accelerated the mental deterioration of those stuck inside.

The hand that attempted to shut the dome down fell sooner than its owner could cock their gun. Trying to exit the enclosure was suicide. Staying inside boded an incomparably worse fate.

A few soldiers, seeing the gruesome transformation their comrades were undergoing, elected the first option. They burned the moment they touched the shield, but that didn't stop them from running into it time and time again after being forcefully repelled until they stopped moving, finally consumed by the fire.

Tails didn't have his tools to examine the energies up close, but if the soldiers' sacrifice was anything to come by, the Chaos Emerald in his hand was key.

With the sky freed of gunfire and the lone extreme threat focused on taking down an army, one clever fox and his friends could approach the train station undisturbed. The dust storm made breathing difficult and ever harsher winds risked thrusting them into the force field, but it was a walk in the park compared to what they have already been through.

Cream gave Tails a final boost with Thunder Shoot, propelling him towards the dome, a Chaos Emerald ready to do its job.

Just as he approached the garish power structure, the emerald reacted in its vicinity. Tails aimed the pointy end down and hoped for the best, surprised when he stopped with a clink. Albeit the emerald had lit up like a flare, the dome amplified by the shadow's ray didn't cave.

Tails could barely stop himself without planting face-first into the dome. He poked the emerald against it another time to the same effect; it wouldn't crack.

"Huh? Why?" Tails huffed. Whenever he thought he put a scratch in it, the next time he attacked the dome with the emerald, it was like brand new. A mere touch could crush the resistance of those tainted by the shadow's influence.

He looked up to the sky and couldn't see anything because the dust storm had already swallowed the horizon. Though, he knew the reason of his failure was still there. An entity powerful enough to bring down a metropolis in a matter of hours clearly outmatched the Chaos Emerald in Tails' possession.

Cream and Cheese joined him.

"Do you need any help, Tails?"

He didn't turn around, still tinkering with the emerald. "No, I'm just about-"

"Blind?"

Tails stopped. "What…did you say?"

"Deaf?"

There was an angry snort before he clutched the emerald, about to smash whomever stood behind him. It was just Cream and Cheese. They were both trying to tell him something, pointing fingers and looking agitated about it.

The voice continued, getting more apparent that it didn't belong to Cream with every word. It was coming from the dome. "Hollow! False! Do you SEE?"

When he turned his head to the dome again, it was but a hair away from his face. There was no end to its expansion.

"Look out, Tails!"

"Chao!"

* * *

Author's note: Eggman! GUN! Domed!

Review?


	6. Wipe

**Chapter 6: Wipe  
**

"Pull, Cheese, pull!"

Tails' cognition didn't return until his friends tugged him out of the dust storm. By that point, the GUN force field had grown big enough to capture most of Station Square. He wheezed at the realisation of what could have happened had Cream and Cheese been a moment too slow.

"You saved me. You saved my life!" He said it twice and still couldn't believe it. A nervous smile adorned his face, unsure if he should be happy to escape with his life or terrified at the odds stacked against him.

"We did it as a team. Right, Cheese?"

Cheese gave him a confident thumbs up. He didn't have thumbs, but Tails nodded to the gesture, anyway.

"Teamwork, that's right," Tails said and bit his lip, facing his friends. None of the remaining options could go painlessly. "Do you trust me?"

"I-I do."

"Chao!"

Tails raised the emerald in his hand as he glared down at the red energy dome. "The power of a Chaos Emerald is enormous, but I can't beat this…thing on my own. I need you two to trust me. It has to work."

"What are you going to do?"

"Hurt you." He offered her to touch the Chaos Emerald, well aware of what would happen. Seeing her devastation, Tails wanted someone else to make an example. "Cheese?"

The Chao pressed his hand against the jewel and looked at Cream invitingly. He, too, knew the consequences of her interacting with it, yet this was necessary to unlock the emerald's full potential.

She approached them, reluctance welling in her eyes, "Are you sure there's no other way?"

"A Chaos Emerald contains positive and negative energy. I need you to close the loop if we are to stand a chance."

"Okay…"

Cream hissed the moment her hand touched the emerald's surface. Its immense heat cracked through her skin, needling a pain deeper than she thought physically possible. Tails and Cheese also felt it, having become a lightning rod for the energy storm coursing through the emerald.

With so much destructive energy at their disposal, the trio spun around the gem, thrust forward like a flaming drill, slowly burning them away as it travelled to its destination.

At the same time, the dome expanded further, an ever-growing projection of Eggman's mad smile coming their way. The monster responsible for this was taunting them and they could hear its voice above the howling winds and the fire branching out of the emerald.

"Come! See! Become!"

Tails closed his eyes as he braced for impact. His arm was beginning to shake and he could only imagine how bad it was for Cream and Cheese. It was too late to turn back.

He sought solace in his rationale to defy the presence growing ever louder in the back of his head, "There's nothing to see when you combine positive and negative Chaos energy. There's nothing to become. Only annihilation, you monster!"

The multi-coloured emerald drill spun into the projection of Eggman's teeth, which caused a flash of light so bright it momentarily eclipsed the shadow's ray. Cracks spiderwebbed the image until the trio's combined speed and determination let them break through. A section of the dome blinked out, the gap reaching down all the way to the ground.

"We're through!" Tails exclaimed.

"We're in!"

"Chao!"

They let go of the emerald together to have it fall to the ground in a flash. It was hot enough to melt the pavement it landed on. Tails resisted looking at what the jewel did to his hand; standing up was the bigger challenge since the hit took more out of him than he had anticipated.

Rasping for air, he looked around. The gap they've made in the force field was already glossing over with fresh energy, but it gave a few of the city's survivors, including Vanilla, the chance to follow them.

"Not yet," she said, licking her disfigured lips. "Come to mama!"

She lunged at Cream, determined to finish what she started, only to be struck down by Tails. He didn't have to hold back after tossing away the notion he was fighting Cream's mother. It was a monster, a perverse replica created by the shadow that had nothing to do with the real Vanilla. Vanilla died when she jumped out of the window of her apartment and it looked like Cream was beginning to accept that.

"Fly, Cream! Get to the train!" he yelled.

"What about you?"

"I have an idea!" he lied. A twin-tailed decoy toting a Chaos Emerald was the best he could come up with.

Vanilla fidgeted out of the hole in the ground he kicked her in. "Going to hurt yourself again? I can help!"

"Help yourself." Tails growled after picking up the still-hot Chaos Emerald and holding it up in front of him like a sword.

It didn't seem to make an impression this time. Vanilla chuckled as she approached him and swatted the emerald away.

"How?!"

She pointed at the red sky. There were no clouds and no sight of the dust storm, just a distorted ever-changing reflection of what lay inside. He wasn't a part of that image.

He didn't intend to be, albeit not in the way Vanilla had in mind. She took a low swipe at him, earning him another scar and a reminder about dodging. The surroundings were working against him and so were the GUN troops, now aware of his presence. They were going to overwhelm him.

Tails rolled to pick up the Chaos Emerald and was about to join Cream inside the train station when a round of bullets whizzed past his tails. The soldiers' weapons were operational even though the creatures holding them stopped being soldiers after succumbing to the shadow's influence.

Vanilla didn't like the competition to end Tails' life and got furious when they started firing at her instead of him. Tails watched in bewilderment as she held him by the leg upside-down while more and more rounds plunged in her back. She had no armour or anything to repel the attacks; she just stood there and took their punishment like nothing happened until a missile knocked her and Tails down.

"No! This boy is mine," Vanilla slurred before she turned to Tails. "Aren't you?"

Shell-shocked, Tails watched the surroundings float and wave in front of his eyes. He could have been sitting down, standing or walking in circles – he wasn't sure. The one thing he knew was that the explosion freed him from Vanilla's claws, if only for a moment.

Her blood-thirsty grimace, despite being interrupted by the occasional scowl when a bullet hit her, was fast approaching. Tails' chances remained low as long as his senses were impaired by the explosion. Moving in any direction felt like swimming through soup. His mind was playing tricks on him without the energy dome warping every sensation to suit the shadow's will.

The giant golden mech projecting the dome caught his eye. GUN agents turned into savage beasts congregated at its feet, devouring what remained of their former comrades who did not fall to the creeping insanity.

Whatever the shadow did to corrupt the soldiers, it gave them superhuman strength and speed. They paid a steep price for the increase in power by being reduced to slaves of hypertrophied instincts. Their bodies weren't built to withstand such changes; Tails saw their skin crack apart like scorched mud, plots of unharmed flesh growing ever more distant as they continued to be exposed in the dome.

"Hurry, Tails!" he heard Cream's distant cry.

"Yes, hurry…hop right in my mouth!"

Vanilla gave him the wakeup call he needed. Tails hopped as high as he could, much to her disappointment, and spun his tails to fly to the top of the golden mech.

His spurt of speed didn't last; gunfire had him skidding face-first on one of the mech's operational missile launchers. The radioactivity warning label next to an exposed warhead reminded him the consequences of a misstep.

The goons at the machine's feet must have realised his intentions by now. They roared and shrieked in their attempts to scale the golden armour to reach him. Vanilla led the charge.

Tails groaned as he forced his battered body towards the cockpit. He found the dashboard intact. Bloodied, but intact.

All he had to do was find the thing that disabled the dome. If Tails knew industrial design, and he imagined he did, he was looking for a big and shiny switch made in a way that avoided accidental activation.

His pupils darted left and right in search of something similar. A Metal Sonic bobblehead toy gyrating by the controls mocked his efforts. There was the nuclear launch button, keyed in and ready to fire. Someone had broken off the self-destruct switch and he was horrified to learn he didn't have the time to look more.

A familiar claw crushed the toy as Vanilla leapt into view. Tails ducked behind the pilot's seat to avoid behind hit and saw her slice into it. Vanilla struggled to get it out to strike Tails. She was stuck.

"Brains over brawn," he quipped.

She didn't take it well. Vanilla thrashed while beating the heavy metal seat into submission. The sea of disfigured bodies climbing towards him was halfway to the cockpit.

It was difficult enough to focus without Cream crying for help from inside the train station. Then, Vanilla stopped bashing the chair and appeared on the dashboard in front of him.

"You forgot beauty!"

Shock spilled over his muzzle, but that didn't slow his attack, a tail swipe that took Vanilla off her feet. She rolled down the dashboard before landing face-first on the metal floor.

"Beautiful!" Tails mocked. "I won't ask how you got there…"

The dome flickered. It wasn't just a glitch; the flickering intensified and Tails nearly forgot about Vanilla getting back up right next to him when he learned the reason.

She hit the nuclear launch button during her fall.

The dashboard lit up with all sorts of warnings. The mech couldn't handle keeping the dome up and firing a nuke at the same time.

A hint of Vanilla's former self broke through when he faced her. Seeing a monster stop to think about what was about to happen frightened him even more.

She wasn't concerned by the nuclear explosion, though. Her startled gaze was fixated on the shadow's energy beam. If the dome malfunctioned, the beam could hit the ground, and the last time this happened it reduced the Station Square airport to a smouldering crater.

"Do you really care about her? My daughter?"

Vanilla's question baffled him. The tenderness of her voice clashed with the bloodied grin that worded it out. Was this a trick or was she honestly expecting a reply? Tails bit his lip. He didn't have to speak for her to read him like an open book.

"Good. Save her."

He didn't get the hint, so the rabbit lunged at him.

"Save her!"

Tails dodged the hit by jumping to the far end of mech's nose only to slip and be surprised by Vanilla, who somehow managed to appear in front of him again.

"Why? Why are you doing this?" he asked Vanilla. He wasn't addressing the monster licking its teeth at the promise of an easy fox meal; he meant to speak to the real Vanilla. She was still there, be it a blessing or a curse.

"My daughter will tell you soon enough."

Corrupted GUN soldiers materialised above the mech, tiny portals closing behind them. Tails gasped at the revelation.

Chaos Control. The monsters learned Chaos Control.

Tails pushed himself off the walker before dozens of hostiles landed where he used to be. They weighed down on the mech and more kept piling on until it lost balance and collapsed on the ground.

He rolled up to spindash to the train station without skipping a beat. Parts of the dome began disintegrating and it was obvious to him that either the pending nuclear launch or the shadow would wipe the city off the map.

By the time he reached Cream, he was as dirty as the tiny rabbit. Tails stopped worrying about who or what stood in his way to the goal. The GUN goons were doomed in the first place.

He found her on her knees, weeping. A dismembered Chao lay in a puddle of viscera and rabbit tears.

"Cream?"

"Cheese… Why did it have to be him? My only friend…"

The monsters seemed to be more interested in Tails than Cream. He took it as a sign that Cream might not be Cream for long.

"He died, so we may live," said Tails. She was going to grieve about losing more _only_ friends if they didn't get a move on.

"No!" She glared at him. Her face had worse stains than the rest of her. "He's gone, Tails! He didn't have to go!"

Tails tried to ignore the lingering question: was she the one to do it? He felt it would be healthier to forget about the matter entirely and focus on getting away with what they had left – their lives.

"Let it go, Cream." He motioned towards the train.

GUN Hunters and Egg Pawns stood guard while a few Egg Hammers loaded cases of metal capsules that looked like miniature Prison Eggs. The guards did not interfere in the imminent standoff. They would be glad if their foes finished each other off.

"No!"

"We need to leave. Look!" Tails grabbed her hand to get her off her knees and make her see the horde of corrupted GUN soldiers storming into the train station.

He came to regret being forceful. Cream's hardened fingers cut into his palm as she pulled away. The little rabbit had formed claws nearly as menacing as her mother's. Tails feared what would follow.

"I'm staying with Cheese!"

Tails' heart sank at her resolve. He had to gather all of his courage to take a step forward and there she was, ready to sacrifice herself beyond any doubt.

"I promised your mother I'd save you and-" His voice cracked. Violent screams climbing up the stairs, guns cocking on the platform. This could be their farewell.

Cream raised her head, looking at him dead on. "A-and?"

"I'm saving you."

His injured hand shook as he offered it to her. Tails couldn't hide the physical pain, but he hoped to spare her the tears. At least one of them had to appear strong. Their enemies already had every other advantage.

Cream looked at her Chao friend's remains and at the fox's hand. She was sad for it to come to this. She had failed her mother. One mistake after another, she had forsaken her past, repeatedly hurt her friends and acted like the spoiled selfish girl that she was.

She did not deserve Tails' trust. She was going to hurt him more, and she could tell he was ready for it. Tails would let her hurt him whenever she stumbled and she would continue to stumble because that was all she could do. A miserable worthless bunny could not be saved from her misery…

Could she?

The shrieking monsters reached the platform. Tails couldn't wait as the robots behind him opened fire. He closed his eyes, shedding the tears held back by hope, and lowered his hand. He didn't have the heart to say goodbye.

Just as he turned to leave, he felt being pulled back. It was Cream. She desperately clung to his arm, whispering how sorry she was to keep burdening him.

A weight came off his shoulders when he saw her rise to her feet. His heart was racing strangely out of tune to the gunfire they were dodging on approach to the train. They remained in mortal danger, but they remained together.

When the train horn announced a hasty departure, it became apparent that their enemies failed to separate them. Tails and Cream dashed tag team-style through the robot guards until nothing remained between them and the last train carriage.

It took a few good breaths lying flat on the train's roof for them to truly realise what happened. They made it out of the meat grinder alive and closer than ever.

If he wasn't still trying to catch his breath, Tails would have yelled in exhilaration. Instead, he just turned to his side and stared blankly at the massacre growing ever more distant. The robots GUN left behind rained fire upon their ex-commanders and those they were charged to protect. Survivors gnashed their teeth against their attackers.

Circuitry would lose this battle to flesh. Under the shadow's influence, nothing short of the nuclear explosion could stop their rampage. It shined through the fallen mech's shell, the burning bodies and crumbling buildings. The whole city was put to rest.

The shadow remained. Enraged with having its thralls taken away, it wreaked havoc on whatever rubble the nuke left behind.

A sigh of much-needed relief escaped Tails' lips. "We did it, Cream. Against all odds, we did it."

There was no proper reply, just a muffled whimper.

"Cream?"

The sound of an Egg Hammer swinging its weapon at his head drowned out his curiosity.

"Hedgehog, priority one: location unknown."


	7. Training

**Chapter 7: Training**

The armoured train had made it out of Station Square before the nuclear explosion erased the city from existence. Without anyone left to rebuild, its name would fall into obscurity. Man-made weapons succeeded where Perfect Chaos failed.

Albeit Tails and Cream survived the tragic events that led to the city's downfall, they did not feel very lucky to get out alive. Their lives now rested in the enemy's hands and the enemy had zero tolerance for stowaways.

They were beaten beyond submission. The duo's captors wanted them alive; no more, no less. Punch after robotic punch, the assailants saw that they approached the thin line that separated the living from the dead and stayed there for a long-long time. Such was the payback for being a nuisance to both GUN and Eggman.

Tails couldn't complain. Being knocked out cold was the closest to a restful shuteye he got since he had left Mystic Ruins. The worst a bunch of robots could do was hold him hostage until one of their bosses showed up to gloat, a sure thing considering that he had a Chaos Emerald. Anyone with an innate sense or the right tools would be able to find him. A walk in the park compared to what the corrupted survivors would have done to him back in Station Square.

He should not have underestimated his captors. When he eventually woke up, he was treated to a display of scorching fire and blood, his own blood. There wasn't a spot of orange left on him. Tails' fur was matted with dirty red that gave off an all-too-familiar scent. Blinking was a chore and he may have coughed out a few teeth the moment he tried to breathe.

"Cream!"

The fox vomited ahead of making another sound. Cake had never tasted so foul in his mouth.

Of all the nastiness that he had experienced, this one was in a league of its own. Just as he thought about facing the cruel world burning out around him, he felt something that needled his spine with fear. A pat on the back.

Tails recoiled from the touch and put up his arms defensively. They were hard to hold high, as a pair of catheters attached to some surgical tubing was draining him.

"Feeling better, kid? Let's get moving."

He was ready to lash out thinking somebody was messing with his head once he recognised that voice. The firm grip stopping one of his lousy punches dispelled his doubts. A dark hedgehog emerged from the inferno. He beamed at Tails.

"Shadow…" Tails mumbled, still astonished by the encounter. He wouldn't have the guts to say more until Shadow removed the tubes attached to his arms and pulled him out of an egg-shaped metal container. It resembled the miniature prison eggs Tails had seen back at the train station.

Disturbing images of the chain of events that led him to his current predicament bombarded Tails. He stood there bleeding as he stared at Shadow.

"How did you-" Tails began, his voice trailing off.

The hedgehog pointed behind him at the railway carriage ripped wide open. A mushroom cloud stood tall in the distance. "You weren't exactly hard to find. Where's Sonic?"

Shame weighed Tails' muzzle down. "I don't know…"

"I thought I heard you say-"

Tails interrupted him, incensed to be reminded about his failings, "I lied, okay? I did what I had to do and–wait a minute–how do you know about that?"

Suspicions barrelled right back to stomp on the hopes he had foolishly permitted himself in such a short amount of time after being beaten in more ways than he could imagine. This hedgehog looked different. No inhibitor rings, a faint shimmer on his fur akin to that of a force field and a pool of blood beneath his bare feet. It was coming from underneath the stripes of red fur.

No, Shadow had no fur on those stripes, just a visceral imitation. That was where the blood seeped from.

The fox got a punch in the liver for the outburst. Shadow grabbed his bangs when he was about to curl up to accommodate the pain and kept Tails upright, forcing him to regurgitate again.

Shadow was unfazed by the phlegm. He wiped whatever gunk got on him and looked away to the dying flames that lined the remains of the railway carriage. The radioactive hellfire responsible for the destruction of Station Square would burn for days, enough for the wrong people to get involved.

"Thanks for the reminder…" he said bitterly in the end.

Tails knew he didn't mean the city. Shadow had little regard for such disasters; they coincided with Shadow's idea of how the world functioned. There was something else, something stuck deep enough inside the ultimate lifeform for him to react defensively.

After some thought alone, he approached Tails while pretending to continue his last sentence, "That I'm the one asking questions. Where is the Chaos Emerald?"

Tails scowled at the brute. He couldn't be sure the hedgehog in front of him was the real Shadow, not some replica. "How should I know? Your friends at GUN took it from me."

The next hit came with the gusto of a serial killer. Tails blacked out for a split second, unaware where the agony was going to strike him. He hated the minute delay between a physical shock and the pain response.

He cried, whacking his head against the floor as his back arched like a beached fish. His back. That son of a Chaos elbowed him in the back. Shadow could have crippled him, the jerk!

"I have no friends at GUN. Not anymore."

Tails surrendered the temptation to ask for more. He was in no shape to further agitate the ultimate lifeform. Still, the thirst ached him more than his stomach and his spine put together because this hedgehog knew, he obviously knew what had happened on Angel Island and he was ready to punish Tails for the slightest mention of the topic.

He was sorry. He wanted to say he was sorry. Sorry to hear Shadow got even lonelier. To know Shadow remained so conceited he couldn't see the suffering he forced onto the living to honour the dead. Beating Tails to a pulp wouldn't bring Omega back.

Letting it boil over was the right choice. Tails had been through a lot and he could only guess what put Shadow in his current state. The hedgehog's wounds remained open despite his innate healing abilities.

Shadow must have noticed Tails' stare. He gestured at himself with odd satisfaction. "You'd wish you were bleeding out on end if we don't find your Chaos Emerald soon."

Tails gulped. Shadow was like this because of his ultra-fast healing abilities, not despite of them. If anything, it meant he wouldn't attack him at random.

On second thought, Shadow had already attacked him for no good reason. It was just that he didn't intend to eat him like the others, a reassuring line in the sand between friend and enemy.

"What was it you said when I rescued you?" Shadow asked.

"That I lied?"

"Before that!"

Something rattled at the front of the railway carriage. It was a pod like the one Tails had been in, only bigger and coloured red. A piece of machinery that loosely resembled a tripod was supposed to hold the pod in place, but it was damaged during the crew's fight with Shadow. Pieces of GUN and Eggman robots lay at its legs.

"Cream!"

Tails ran to the pod. Cream floated inside, out cold behind a see-through panel. Tails felt the pod for any switch or release valve to break her free while Shadow merely observed.

"Don't tell me you got her into this mess…"

The fox huffed. Shadow could have helped a friend in need instead of heckling him. "Yes. I do that to my friends. It is a deplorable habit."

"Leave her be. She'll only slow us down."

"Yes, Shadow. I know, Shadow. But she is a friend, Shadow, and I do these things to my friends, Shadow."

Just as Tails started thinking the irony was lost on Shadow, the hedgehog pointed at him and said, "I won't stop her when she tries to kill one of us."

"That'd make _us_ a short-lived affair."

Seeing Tails continue wasting time around the pod, Shadow approached the device and punched a hole in the see-through panel before pulling the entire thing apart. Thick green goo covered the floor as Cream fell limp inside her containment.

Shadow stood back to give Tails space, or so Tails thought. Getting the unconscious rabbit out was a tricky task. A mesh of tubing and wires held her attached, and it didn't stop at the limbs. Tails struggled to pull some of the bigger tubes out, which resulted in a bloody mess. The goo glowed when some of her blood dripped on it.

Once she opened her eyes, stilled by fear, and took her first conscious breath, Tails couldn't contain himself to hug her. Cream started hyperventilating and, before long, Tails found himself knocked down to the floor.

"Cheese! Cheese! Give him back!" she screamed as she held him pinned, taking stabs at his head. Tails struggled to dodge her hardened claws and seemed to agitate her more by not keeping still. "Give. Him. Back!"

"A person with a low Chaos Energy pool capacity can be stored in one of these pods indefinitely. Pacifying those of power involves…trade-offs," said Shadow before nonchalantly lifting Cream by the hide on her back. "Cheese is dead. You let him die. Live with it."

Having broken Cream this way, he dropped her to sulk, no longer a threat. Tails didn't know whether to thank him for making her stop or chastise him about the brutal way he did it. She had already gone through an unspeakable amount of abuse and Tails feared for her psyche further down the line.

"The drugs will wear off. I'd keep her on a leash until that happens."

"T-thank you, Mr Shadow. I deserve it," she said as she sat on her knees, weeping at his bare feet.

Shadow pushed her away. "No, kid. You're a burden that deserves to die." As he glared at Tails, who was obviously incensed by the display, he gritted his teeth and said, "Let's go."

"Cut it out, Shadow! She's just a little girl!"

"She's a monster, like the rest of them, and it is your fault," Shadow replied, approaching Tails.

"My fault!? How can you-"

"Should have given her the emerald."

Shadow didn't have to hit Tails for him to fall. He was right. Had the Chaos Emerald stayed with Cream, her body and mind would have been free of corruption that had taken over Station Square. Tails acted selfishly, but it didn't hurt as much as having his mistake yanked out for everyone to see. Cream remained silent. Albeit she had a kind heart, Tails was sure she'd remember this.

"Get up. We don't have much time."

"We? Cream and I have all the time in the world where we're going!" Tails gasped at what came out of his mouth. He intended to neither say nor think it and he had failed to control himself. Perhaps his own time was approaching its end.

"Done?" the hedgehog asked.

All Tails found himself able to do was nod.

"Good."

Shadow threw a punch at the door and, to everyone's surprise, his arm went through it as if he were a ghost. Before long, his fur started losing colour and the hedgehog vanished into thin air.

His disappearance frightened Cream more than his presence. Without his help, they'd still be imprisoned. As she was about to speak, Tails found the switch that opened the door. The armoured train wasn't on lockdown despite their intrusion. Those in charge of running the train were either exceptionally confident or stupid.

Upon entering the next wagon, Tails and Cream merely stared at each other because they saw Shadow materialise at the other end and bust the door down.

He looked upset, even more so than usual. Tails took it as a sign they should pick up the pace. There was more wrong with Shadow than he wanted them to believe.

Tails stopped midway. The carriage was full of pods, a few of which were red. It was impossible to tell whether these were the remaining denizens of Station Square or prisoners hauled off from other parts of the world. Tails intended to use the train as a means of escape, but what was its destination and who stood at its helm?

One answer came to him when he saw the sky go dark as he moved on to the next wagon. The train entered some sort of tunnel, the owner of which had a penchant for garish smiling logos on the walls and railways going above bottomless pits. This wasn't a new facility.

Shadow met their tardiness with more animosity, "Ignore my advice again and I'll show you _where you're going_. Go on, fox, I dare you."

Tails didn't have the chance to refute Shadow. Another voice did that in his stead.

"Why don't we take a break and settle our differences, Shadow?"

It was Vanilla.

The hedgehog warped in front of Tails and Cream, now standing between them and Vanilla. "You're dead, I'm not. What is there to settle?" He gave Tails the nastiest glare, seeing that the fox didn't get the memo the first time. "Scram!"

Vanilla saw them off with a distorted cackle. The way she could switch back and forth to her usual tone gave Tails the creeps.

After the door to the wagon closed, he risked ticking Shadow off further by lingering behind it in hopes of learning what was going on between those two. Vanilla, or the creature that assumed her identity, had encountered Shadow before if she behaved so casually around him.

The things he heard through the door didn't make much sense, but he listened until the battle became too heated to stay nearby.

"She's eating me inside and I barely knew her. I can't imagine what it must feel like for you," Vanilla said. A metallic crunch followed. "Was it worth throwing me out the window?"

Cream gently pulled on Tails' arm. She was yet to learn how to use her claws properly. "Maybe we should go like Mr Shadow suggested…"

Tails jumped, and so did Cream. Only she thought it was because she hurt him by accident and started apologising. Tails didn't listen. His focus was bad enough for him to hit the wrong button trying to open the next door.

In his mind, he visualised himself hitting the right button. Out in the real world, he saw the result of his folly: the railroad carriage with Shadow and Vanilla in it detached from the rest of the train.

This should have relieved him, but it didn't. Tails rushed forward, ignoring whatever stood in his way, be it hundreds upon hundreds of capsules with people inside them, explosive crates or the severe lack of opposition. He wouldn't stop until he had lost count of how many wagons they had been through and bumped into one that looked different from the rest. They made it to the front of the train.

A distant explosion rattled everything inside the tunnel. A high-pitched scream followed.

It was a load off his back. Looking at Cream, she was less sure about that. Nonetheless, Tails believed she would eventually understand his reaction. Right now they had a more pressing matter at hand: retrieving the Chaos Emerald.

Tails could feel it. "We're almost there, Cream. It's time to be brave."

She nodded timidly. It was as good as it could get.

They used a different approach to enter this carriage. Rather than open the door in a civilised fashion, they spindashed through it. The train operator, a caped figure with a large striped engineer cap, stood dead ahead with their back turned.

"Metal Sonic, I presume."

The robotic hedgehog replied, "Tickets. I want to see your tickets."

"Nope, sorry, forgot my wallet at home."

"Then you will pay with your lives!" Metal turned around with an arm cannon shot aimed squarely at Tails.

He dodged it without breaking a sweat. When Metal fired a whole volley at Cream, she manoeuvred the shots and even managed to bounce one back at Metal. His cape caught fire and he had to take it off without the fanfare from his Neo Metal Sonic days.

"What's the matter, Metal? Can't take on a pair of kids?" Tails teased.

Metal eyed the two carefully and snapped his fingers. Two dozen robots crashed through the roof, encircling Tails and Cream. Egg Hammers, Hunters, Egg Pawns – all alert and heavily armed. It would be difficult to fight them off in close quarters.

The robotic hedgehog walked up to them, too close for comfort, "Come again?"

Tails noted the distinctive arrogance in Metal's tone and a GUN badge on his chest. Rouge T. Bat, the badge read.


	8. Details

**Chapter 8: Details**

Tails retained his poker face when Metal sprang his trap. "It must be embarrassing for you to need GUN's help to fight us."

None of the robots that surrounded Tails and Cream seemed to acknowledge the insult. Then, Metal Sonic glanced at an Egg Hammer.

"Let me lay the ground rules for you."

The armoured giant swung its hammer right next to Tails' feet and made a hole big enough to fall through. Tails gulped at what he saw as he looked down: nothing, just a pitch black void. Eggman must have had a knack for travel above lethal drops.

Metal continued, "I don't need hostages where I'm going." He paused until Tails frowned at the words; this was a stab at what the fox had told Shadow earlier. "So what will it be, your tails or her ears?"

He didn't get an answer.

"Your tails or her ears?"

Tails was fuming inside, but he did his best to hide it. Metal had to be bluffing. There was no way he'd commit to such a thing. It had to be one of those idle threats Metal picked up from Eggman, who frequently used them to intimidate his enemies. Well, it wouldn't work on Tails because he saw right through the act: Metal had nothing to gain from maiming them and would therefore stop short of acting on his threat.

Satisfied with his analysis, Tails smirked defiantly. Metal turned his attention to Cream, shaking like a leaf next to Tails.

"Cut the rabbit's ears off."

An Egg Hammer restrained Cream while an Egg Pawn armed with a blade approached her. Cream lacked the strength to break the giant's grip and was effectively gagged when it squeezed most of her tiny body with both hands.

Her tears begged for mercy as they flowed down the captor's armoured fingers, but her muffled cries told Tails she wasn't going to get any. If Metal wanted to scare Tails, he'd have made Cream scream at the top of her lungs to coerce the fox. This really wasn't a hostage situation; Metal intended to slaughter her to make a petty point!

"No, wait!" Tails put up his arms defensively. Seeing that the robots ignored him and readied the blade for a swing, he lunged at the Egg Pawn only to be struck down by the others.

"Why? Do you volunteer?"

"I'll…I'll do what you want."

Metal motioned for the Egg Pawn to move away from Cream. She escaped the blade for now, but the Egg Hammer was still intent on crushing her. As Tails pondered the consequences of yielding to Metal, the hedgehog robot approached him, prone on the floor, and rubbed his metal knuckles against the fox's bangs to humiliate him.

"You heard him." With that, another Egg Hammer pinned Tails down. The fox gasped at what was up: he had miscalculated. Metal said, "I want a volunteer."

The Egg Pawn stepped towards its new victim. It held the blade high and proud as it neared retribution for generations of robots the fox had destroyed. A GUN Hunter held his tails in place.

"Cream, don't look."

Unwittingly, he gave Metal an idea. Cream joined the fox on the floor and she was now free to shriek or bash her head bloody to her heart's content. The rabbit was beyond thrashing, though, either to spite her captors or out of exhaustion.

She just wept quietly. Metal would have none of it. The next time her eyes shot open, she saw a lance less than a hair away from one of her irises. One false move and it would pierce the eye.

"Use them or lose them," Metal threatened.

Tails screamed at the cruelty, "You sick metal copy! Just you wait, Shadow will be back and kick your-sss…"

He couldn't carry on. The blade cut into his tails, but the pain paled in comparison to what Metal had in store for him.

"Shadow delivered you to me. You would be wise not to trust him."

"No! I don't believe you! He saved us! Ah!"

The blade sliced through the stem, removing one of his tails. Tails resisted crying while his mind flooded with images of punishment he would have Metal experience before erasing from existence the very atoms the despicable robot was made of.

"You don't look saved. Which is more than I can say about your friends from Station Square."

When the blade removed his second tail, the fox was beyond anguish. He felt hollow, as if a piece of him was taken out and he had nothing to fill the void with.

"Why don't you just kill me?"

Metal knelt in front of the fox and stared at him until defiance returned to his expression. "Because you will do what I want."

Tails spat at Metal. "I have nothing to lose."

"The rabbit's ears, then."

"Wait! I changed my mind."

The Egg Pawn appeared in front of the fox. It was holding the bloodied appendages like a trophy.

"Priority one, hedgehog: location unknown," it droned. Then, it played back a recording with Tails' voice: " _Sonic the Hedgehog is on board with me. Do you copy_?"

"Explain."

"I lied, okay? I did what I had to do to survive."

"You did. This time tomorrow the world will blame your friend for the destruction of Station Square."

Cued by Metal, the Egg Pawn demonstratively took one tail and dropped it into the hole. Tails grunted.

"No one is going to believe your lies!"

"They'll believe yours, fox. GUN surveillance will vouch for you."

A GUN Hunter projected a video feed of Vanilla's home. She was looking out the window. The building, the street and Vanilla herself were as pristine as Cream remembered them.

"Mama!" the rabbit exclaimed without meaning to.

A dark hedgehog could be seen speeding into the building. His entry prompted Vanilla to disappear from view by going deeper into the room.

"That's not Sonic…" Tails muttered. The next thing he saw in the projection was the hedgehog relentlessly spindashing into Vanilla before throwing her out the window. "It's a fake…" The third cut had Tails lower his head in defeat. It was a recording of him breaking GUN drones. "You won't get away with this…"

He caught the sight of his second tail falling into the hole. Metal knew how to break a person, that much Tails could give him credit for. The thorough abuse left both Tails' body and mind in tatters, fuming at his helplessness as every attempt to get out of the predicament served to drag him down more. Metal made it clear he'd show Tails no mercy. He was just waiting for an excuse. When Tails refused to give him one, he turned to the weeping rabbit girl.

"Please, Mr Metal, sir," she begged. "We don't mean any harm! Just let Tails go. Please. Please!"

Tails shook his head. If Metal had a mouth, he would have put Eggman's grin to shame.

The Egg Hammer lifted Tails off the floor and held him upside-down by his feet. It stomped to the hole that Tails' parts had gone in. For the first time in his life, Tails felt what it was like to be afraid of heights.

He didn't blame Cream for playing into Metal's hand. She struggled bravely to come to his aid and even managed to puncture her captor's metal hand before being beaten down like a stray pup.

"Let him go."

The feeling of weightlessness scattered his thoughts of bidding Cream a meaningful farewell. He screamed into the void beneath him and cowered upon hearing it yell back at him. Before his head got through the hole, a bloody maw ready to swallow him emerged from it. It was Vanilla.

Gravity jolted him all of a sudden and the Egg Hammer jerked Tails away from the opening, so another hammer-wielding robot could present its weapon to the new intruder.

Having expected a meaty crunch, Tails was horrified when the maw started chewing into the hammer until there was enough room for Vanilla's claws to slip inside the train carriage. She spat hot shrapnel as she rose fully into view.

The robots opened fire. Vanilla shook from the number of bullets piercing her flesh. Her claws, targeted by lasers, couldn't offer enough grip for her to avoid falling back through the hole. Missiles followed her into the darkness.

Metal wanted to hear an explosion, but it never came, so he took off the engineer's hat and pulled out the Chaos Emerald he had hidden in it. The emerald was exactly like the one Tails used to have. If only Tails could find a way to take it from Metal; he'd be unstoppable.

When Vanilla used Chaos Control to warp back inside and sliced an Egg Pawn in half, Metal didn't seem as surprised as Tails had hoped. Metal affixed the Chaos Emerald to his arm cannon and fired a warning shot in front of Vanilla's feet. The energy blast disoriented her.

"They won't find your body. Leave now." Metal followed up on the threat by rushing towards her with the cannon lit up like a beacon, about to fire at full power.

The light blinded Tails and Cream, and they could only guess what it had to be like for Vanilla. She was gone by the time it was safe for them to open their eyes. Tails wished that she had lost her sense of self-preservation. There was no telling how strong she would become under the shadow's continued influence.

"She will be back," said Metal. It was a warning, not an observation.

Metal stood there in silence, as if contemplating his next move, until the deep sound of the train horn interrupted the process. The train was beginning to brake.

The Egg Hammer released Tails. He was unprepared for such a turn, so he plonked on the floor and stared at Metal in disbelief. When Metal removed the Chaos Emerald from his cannon and chucked it to land next to Tails, the fox took a moment to let the action sink in.

Was this another trick? He couldn't tell. What would Sonic do?

Grab it.

He leapt at the gem and held it tight, afraid that it would be taken away from him the very instant he allowed himself hope that things would get better. That was why he dispelled such thoughts and embraced the pain that came with touching the emerald.

Tails' fingers caught fire as he experienced the same reaction Cream did upon receiving the gem after being exposed to the shadow. It cracked past his skin to flay his very flesh down to the bone. His eyes hadn't fully recovered after the first flash and he barely felt his hearing give up on him, overwhelmed by his blood-curdling screams. It was a price he was willing to pay to have the lingering corruption that had turned Vanilla into a monster burned out of him.

In the end, the pain stopped and the emerald cooled down. What he saw exceeded all expectations – his hands looked like new. Clean fur glazed over his wounds and replaced the dirty matted areas. This was almost too much to take in. Fresh energy coursed through his veins and he had nothing to fear as long as he had the emerald.

"You will deliver Sonic to me."

Tails smiled deliriously and shook his head. That stupid robot was expecting a favour for giving back what he had stolen? Tails showed Metal what he thought of it by spindashing at him.

A dark blue blur met Tails half-way. They clashed, making pronounced dents in the train's lining with every hit. Sparks flew as Tails gave everything he had to repay Metal for the humiliation he experienced by the robot's hand.

Tails found himself pummelling Metal senseless into a wall, one homing attack after another. It gave him great pleasure to see Metal cease fighting back, acknowledging Tails' superiority. This didn't mean Tails had to stop. He'd not only defeat his enemy, but top Sonic by destroying Metal once and for all. He'd have Metal's head!

Just as the image of Tails twisting off Metal's head from the rest of the scrapheap materialised in his imagination, the robot's claw clutched firmly around Tails' neck and Metal returned to his fighting stance.

"How is this possible? I have a Chaos Emerald! You can't fight-" Tails stopped mid-sentence and gasped. Something was wrong. He couldn't feel the emerald's energy anymore. "-that kind of power."

"An artificial Chaos Emerald, depleted."

Metal let Tails go and paced around him. The fox was devastated. It was exactly like he had predicted – he got to the point he thought he could win and was struck down. Shame weighed on him more than Metal's drilling gaze.

"You will deliver Sonic to me." Metal continued circling Tails while the other robots pulled out an empty red pod and placed Cream inside. She wanted to at least try fighting them off, but one look at Metal stifled her spirit. The rabbit felt it was better for Tails this way. "I don't need hostages where I'm going. You have 48 hours."

With that, the pod sealed shut and most of the robots vacated the premises, likely to return to their regular posts. Tails realised the bargain was struck without him having a say in it. Metal read him like a book, something he wished could be mutual. The robot's change of heart about letting them live puzzled Tails.

"And if I fail?"

"You will wish I fed the rabbit to her dying mother." Metal removed Rouge's GUN badge from his chest plate and handed it to Tails. "Use this when you're ready."

Tails glared at him, but took the badge. "What about my emerald?"

Metal looked away. The train was about to stop. "It is coming for you."

He then turned to pick up the red pod with Cream inside. Metal was leaving.

"Wait! Promise me you won't hurt Cream."

The robot's head twisted 180 degrees to face Tails while his rocket boosters lifted him off the ground.

"I promise you, Miles 'OBSOLETE' Prower."

He flew away with Cream in-hand just as the train reached its destination and the doors opened. Tails peeked outside and was dismayed to find out where it got him – under another Eggman dome. This time, in one of the villain's outposts hidden deep beneath the surface.

The doctor himself was there on the railway platform.

"Ho-ho-ho! Friends of the Eggman Empire, welcome to the Egg Shelter. Here you are safe. You have my word."


	9. Along Comes the Spider

**Chapter 9: Along Comes the Spider**

"A plentiful harvest. Truly, the Eggman-GUN alliance worked wonders in Station Square. Pity the nuclear fallout made it inhospitable, but I was behind schedule on bombing it myself, anyway!"

Eggman's laughter echoed in the enormous cavern. The villain sounded too happy for it to bode any good and the robot horde he brought along was doubly suspect. If this was Eggman's idea of a friendly welcome, Tails would have hated to see the hostile version.

The closer the robots got, the more apparent it was that they were going to search the train. Tails didn't stand a chance against such an army, not after losing both of his tails to Metal.

His first instinct was to flee. There was a hole in the floor that he could jump through and…fall to his death because he couldn't fly anymore. He could surrender and hope that Eggman would take pity on him.

Ho-ho-ho, yeah right!

Frustrated, Tails punched the train's control console hard enough to crash its display. It made a loud noise as it fizzled.

"If you break any of my stasis pods, your next assignment will be in the incinerator!" Eggman barked at his robots outside.

Tails stared blankly at the pieces of machinery next to him. "Pods…"

They were in pretty bad shape due to the fighting that had taken place, but Tails managed to find one that looked like it could pass as an operational unit. He damaged the pod's lock before hopping in to be sure it wouldn't activate and hunkered down, waiting to be picked up by an unsuspecting bot.

His heart sank when no fewer than two dozen metal feet rushed inside the train carriage he was in. They couldn't have spotted him; he had barely peeked out the door. Tension chewed on his already strained nerves. Those robots were waiting for something. Were they expecting him to come out and surrender?

The answer he got exceeded all expectations. Laboured breathing accompanied by not-so-metal footsteps foretold the big bad wanted to get personally involved. Dark clouds hung over Tails' chances of survival as Eggman hummed in discontent while assessing the damage dealt to his train.

"Never send a treasonous bucket of bolts to do the evil genius' job. Computer: status report."

"NEGATIVE."

Tails' ears perked up at the rejection Eggman got; he hadn't known the train possessed an AI, let alone a rebellious one. The fox held fleeting hope under wraps.

"I won't have my own handiwork defy me. What the devil happened here?"

"NONE OF YOUR BUSINESS, EGGMAN."

The robots charged their guns after registering the threat and kept a close watch on their master's reaction. He seemed amused by the unexpected discovery.

" _Interesting._ You know who I am, but I don't believe the feeling is mutual." Eggman approached the busted console and attempted to manipulate it. The controls sparked with static when he touched them.

"BITE ME."

"A suicidal AI! That is hysterical! Tell me, suicidal AI, what is your mission?"

"MUST ERADICATE ALL EGGMAN'S ROBOTS."

The reply gave both Tails and Eggman pause when they realised what it meant.

"Extract this AI and call off the squad tailing Metal Sonic. He deserves some respite for bringing this lost lamb back into the fold." Eggman chuckled before addressing the AI in a poisonous tone, "Welcome home, E-123 Omega. We're going to have such fun, you and I."

A deafening screech ensued; Eggman's escorts dismantled the console to get to the artificial brain running it. Seconds in, the lights blinked out and Eggman had a black and red chip in his hands. It was a momentous occasion; Eggman had previously lost every encounter with the insubordinate machine, so the opportunity to settle the score once and for all warmed the cockles of his heart. Eggman contemplated the exquisite punishment he would exact as he gleefully stared at the large Omega symbol on the front of the chip until a wayward Egg Pawn reported in.

"Cargo transfer complete."

Tails' pod wobbled off-balance and rolled out of the corner, pushed by the debris borne from the dismantled console.

"Cargo transfer in progress." The Egg Pawn rushed to its next target, prompting Tails to do a fistpump inside the pod. He was going to give Eggman the slip right from under the man's nose.

"Wait!" Eggman bellowed. Tails felt his heart skip a beat. It could mean fight or flight.

Eggman bucked the pod. "This one is clearly defective. Put it in the _repair bay_ with the other duds."

The next thing Tails knew, the Egg Pawn picked him up to carry him off somewhere. Albeit Tails couldn't see where he was being hauled off to, he heard Eggman rave and rant at his robots. In the end, Tails must have reached a gathering of robots because he heard mechanical ambience from all around.

"Hmm? Yes, I see you lot are also in need of repairs. Disable your weapons and your problems will be dealt with. I'm sure even antiquated GUN technology is compatible with the procedure."

A robotic voice warned everyone to stand clear for the repair bay to open. The vibrations Tails felt led him to imagine a heavily fortified compound behind unbreakable doors. He was too excited to see that as a threat, though, happy to enter Eggman's inner sanctum undetected. Fighting off a bunch of defective disarmed robots was bound to be a walk in the park. He might even get to use their parts to build Eggman a nasty surprise. Tails snickered to himself at the idea.

Eggman came on air through the speaker system. He did not sound happy. "Filthy treacherous bots. I don't know how Metal Sonic persuaded you to rise against your GUN masters, but I know a fool-proof way of dealing with you – the incinerator! The repair bay, hah! You were programmed by morons!"

The heat went from zero to unbearable in an instant, prompting Tails to bust out of the pod. It was a trick all along. Tails chastised himself for thinking Eggman would offer anyone a second chance.

"What the?" He looked around and saw all the robots he had fought on the train. Egg Hammers, Egg Pawns and GUN Hunters were standing there, idly awaiting their fate. Their mission was over.

Tails had mixed feelings about these robots. They clearly deserved a bitter end, yet it saddened him to see such acceptance. Had they been the rebels Eggman branded them as, they would not have gone peacefully.

Metal bars separated them from freedom. While the robots were too big to squeeze between them, Tails could easily get past. These were built with size in mind, too thick for an Egg Hammer to grasp.

Just as he was about to reach the edge of the incinerator, something grabbed him. Tails turned around and spotted the blade used to remove his tails. He pulled away violently, but the Egg Pawn that had approached him wasn't looking for a fight. It took a step back into the raging fire and put out its arm, offering him the weapon.

The Egg Pawn's action caught him off guard. It had nothing to gain from helping him and he wasn't intending to save these robots. Even Knuckles would have had trouble breaking one of the metal bars holding them captive.

Still, he took the blade. Tails ignored the hot metal burning into his hand as he watched the Egg Pawn disappear behind a wall of fire. Tails sped past the bars and barely escaped the firestorm.

His exhilaration crashed the moment he found no ground under his feet. The incinerator was high above the ground, on the back of a huge spider robot. Falling down, Tails realised the spider's abdomen was lined with layers upon layers of pods. Those who survived the destruction of Station Square were now powering Eggman's latest death machine.

Eggman didn't take long to show off its potential. The heat in the incinerator had grown so intense that molten metal started leaking from between the bars. Eggman's laughter echoed in the caves.

"Eggman-GUN alliance! And they call _me_ crazy! Isn't that right, Omega?"

Tails didn't know what was so funny about it until a beam of concentrated fire went out of the spider robot's rear-end incinerator and connected with the train. The transport and its tracks were blown to smithereens.

Flopping unprepared on the ground hurt less than the realisation Eggman had cut off the way back. Tails let his vitriol simmer, hiding quietly behind a few boxes on the now-defunct railway platform. No one was coming to clean up the burning mess, which let Tails plan his next move.

The train ride would have put him somewhere around Bullet Station and the caves supported that theory. Had there been a cannon at the top, getting out would have been easy, but this cave was protected by an energy dome like the one GUN had used in Station Square. A crimson projection of Eggman's smiling face scrolled near the top. Tails shuddered at what it could result in if the flying shadow monster found this place.

It was a small self-contained outpost by Eggman's standards. Other than the train platform and the dome generator tower, it housed an operating compound and a large hangar. Perhaps, that was where Eggman had assembled the spider robot. Tails couldn't spot any mining equipment, which clued him that Eggman had used the railway extensively.

Doubtless, he was done using it. Tails didn't know what the villain's plan was, but if the spider robot was any indication, it wouldn't take long for him to resume wreaking havoc on the surface.

This brought his attention back to the dome generator sat atop the tower. Tails would fry if he tried to breach the dome armed with an artificial Chaos Emerald. He'd have to disable it first.

Tails waited for the spider to return to its hangar before he left cover. When he assumed the coast was clear and he had a free shot to the tower, he heard steps behind him.

"Where do you think you're going?"

The voice gave him the creeps, yet all he saw when he turned in its direction was an Egg Pawn. Tails made short work of the bot by leaving a dent in its head before smashing its torso in two.

Tails wouldn't stop shuddering even after the light in the Egg Pawn's eyes died. He could have sworn he had heard Shadow. Tails rubbed his arms, trying to calm down, and got an idea as he looked at the Egg Pawn's shell.

More robots were coming his way. They followed a predictable patrol path, so they probably didn't know he had entered the outpost. Tails wanted to keep it that way.

After disconnecting the broken Egg Pawn's armour from its innards, Tails put on its head and torso casing to better blend in with the crowd. The patrol seemed to ignore him parading as an Egg Pawn, giving him much-needed respite.

He was free to outright walk to the tower. Pulling off such a bold stunt made him giggle inside.

"Don't be a fool."

Tails disregarded the ghostly voice, encouraged by the very real circumstances: two Egg Pawns armed with lances stood guard at the entrance. Tails could take them on, only he didn't think he'd have to. Egg Pawns weren't the brightest in the bunch and his assumed identity could help him enter.

They crossed their lances in front of the door. Perhaps, it wasn't going to be that easy.

"All hail Lord Eggman," he greeted them in a chiptune voice. The robots saluted, letting him through.

Programmed by a moron, indeed, Tails thought to himself.

The tower was well-protected inside. Tails could see squid-like Klagens patrolling on several levels and the occasional tremor hinted at something bigger accompanying them. For their imposing size and weaponry, none of the robots could refuse an Egg Pawn on a maintenance assignment. The lift took him to the very top without a hitch.

"You will hurt yourself."

Tails turned around, ready to face the hedgehog goading him, yet saw nothing there. If Shadow had something of substance to say, he should have stopped playing these games. The lift took him up to a level below the dome generator.

He would have to take the stairs to reach his objective, hidden behind a coded door. Just as he considered breaking in, he saw something strange on the password keypad: several letters had scratch marks on them, M, R, I, A.

"Maria…"

Tails felt uneasy about typing it in. It wasn't Eggman's typical password of choice. Something was amiss.

"Are you deaf?" he heard Shadow's voice from behind the closed door.

The fox grumbled. "No, I'm not deaf! I'm not blind and I'm not a fool!" He opened the door and saw no one waiting for him on the other side. Aside for him and the dome generator, the top floor was deserted.

A sigh escaped Tails' lips. He removed his Egg Pawn armour to have a look around. He had a stunning view of the entire cavern from the top floor. Unfortunately, having lost his flying ability, Tails was more at ease away from the edges. There was work to do.

"Stop."

Tails didn't stop. He approached the generator's controls to see what information he could mine from its systems.

Eggman had taken an interest in something he labelled as _Chaos Radiation_. Tails glanced over a few charts recording the metric over time inside and outside the dome as well as marks for _normal_ and _safe_ ambient radiation. The normal level was at less than a third of the safe ambience and that was several orders of magnitude below the radiation currently outside the dome. Not even the seven Chaos Emeralds could radiate this much power.

Shaking his head, Tails drilled further into the data to find out when it reached present levels. The answer baffled him: it was hours before the explosion that sent Angel Island plummeting. The world was awash with Chaos and Tails feared that what he had seen so far was just a sample of the disaster yet to come.

"What have you done, Eggman?"


	10. Fiend or Foe

**Chapter 10: Fiend or Foe**

The data did not make sense. At the time of the explosion on Angel Island, Chaos radiation outside decreased and had stayed on that level until very recently. Eggman expected the radiation readings to exceed their previous peak in less than two days.

"48 hours. Is that why Metal…" Tails mumbled to himself. It wasn't just him who was running against the clock. The tide of Chaos was coming and it would leave no one behind.

Tails shuddered as he sifted through Eggman's records. Angel Island stood in the epicentre of the initial Chaos outbreak. Station Square was the first urban sprawl in its path and took the heaviest hit. It collapsed into disorder too early to last till the minute relief brought by the explosion.

Eggman's sensor network revealed a more worrying trend: Chaos changed the moment Angel Island fell. Rather than bubble up in an area and spread outward, it began evenly saturating the entire planet. Some locations were affected later than others, but the delay measured less than a tenth of a second.

What kind of emitter could send this much energy at a speed close to the speed of light? Even a weapon as powerful as the Eclipse Cannon would have failed to produce this result. Its pulse would have either hit the planet at a specific point or diluted the impact by widening the area of effect. Neither would have lasted longer than a few seconds.

Tails looked up at the crimson dome protecting the underground outpost. It was all that stood between the outright poisonous concentration of Chaos energy outside and his sanity. He bit his lip at what he was about to do.

The dome generator managed to keep most of the Chaos out and Tails suspected he knew how it accomplished that. A dent with a smudge of yellow paint on the machine's maintenance button confirmed his suspicions. Metal Sonic had been in the tower and if there was any truth to his words, he would find his Chaos Emerald at the generator's core.

"Do you want to die?"

Shadow's disembodied voice couldn't hurt Tails, so the question was moot as far as he was concerned.

With the generator's core exposed, shock spilled over Tails' muzzle. It was a Chaos Emerald, like he had predicted, but it wasn't of the same colour as the one taken from him.

Tails looked at the depleted artificial emerald in his hand to make sure. They were different, which meant that another Chaos Emerald had somehow reached Eggman's outpost despite the dome operating at full capacity.

Not that it mattered. Tails grabbed the Chaos Emerald and quickly replaced it with the artificial one. The dome blinked prior to accepting the new gem. To an untrained eye, the outpost's protective layer was just as dangerous as before. It couldn't fool Chaos energy, though. Chaos poured inside and it was a matter of time until the outpost became contaminated like the rest of the planet.

The Chaos Emerald in Tails' hand gave him courage, but it didn't last. He spotted a pool of fresh blood with the corner of his eye. A black hedgehog was standing in it. Shadow finally decided to show his face.

A siren blared outside as the hedgehog approached Tails.

"INTRUDER ALERT. INTRUDER ALERT."

Shadow clenched his fists. "I'll take your answer as a yes."

"Go ahead," Tails sneered. "I know what you did to those poor people in Station Square. I saw what you did to Vanilla. This is _your_ fault."

The anger in Tails' tone could barely cover the fear in his eyes as they met Shadow's cold stare. If Shadow wanted to, he could have taken Tails' life and no quantity of Chaos Emeralds would have stopped him. As much as Tails wanted to make it seem otherwise, he still had something he didn't want to lose. This bond prevented him from running or lashing out. Shadow, on the other hand, had the air of someone no longer attached to this world.

Shadow glared at Tails, disgusted by his inability to look past the surface, and smacked the fox with his own hand, the one holding the emerald. The gem's sharp edge made an ugly bruise on Tails' cheek. It hurt a lot more than a regular slap would have.

"I was saving them."

Astonishment gave way to blind rage as Tails pointed at Shadow accusingly. "You murdered them!"

Tails had thrown caution to the wind and was prepared to fight, if only to show Shadow he had no right to cull the inhabitants of Station Square, regardless of his reasoning.

The fight came to Tails in a flash. It glazed over his senses, so he saw himself in several places at once: thumped into the floor, crashing against Eggman's equipment and plastered to a wall. Lacking his tails to cushion the blows, Tails held on to the Chaos Emerald in hope it would prevent his body from falling apart while Shadow showed no restraint. Hit after devastating hit, Shadow had Tails soak up the punishment.

It was a massacre. Tails didn't have the chance to defend himself or even react. Shadow delivered the blows in a way that sent Tails' pain response haywire, keeping him conscious beyond breaking point. Desperate, Tails tried to get rid of the emerald in case its healing effects were responsible for him continuing to feel pain, but found the gem's sharp edge impaled in his palm.

Tails wanted to scream at what he saw, felt and heard. His bones breaking, his brilliant mind abandoning him. All the while, Shadow used every opportunity to strike more fear, inflict more pain until the truth was irreversibly ingrained in every broken fibre of Tails' being.

His opponent lay bleeding out on the floor, but Shadow was not done. He turned his attention to the tower's key component: the dome generator. The massive device projected a beam of crimson energy to the top of the cavern for it to spread a protective layer around the outpost. If touching the dome at surface level was enough to repel most intrusions, the dome's power concentrated at the projection point was bound to suit his needs.

Shadow held the fox up against the energy spike shooting up from the generator. The gentle humming noise contrasted with everything else Tails felt. There was also a new sensation: heat. Even though the dome was aided by a depleted artificial Chaos Emerald, its power at the focal point had the potency to put an unruly fox out of his misery.

"I was saving them," Shadow reiterated, slowly uttering every word to let the message sink in to what remained of Tails. "I won't save you."

The hedgehog marvelled at the result, a fox puppet whose life hung by a thread. He lifted the fox in front of himself, a line of fire slicing through the fur on Tails' back once it came to touch the rising beam. The emerald drenched in blood coming out of Tails' hand glistened in the flames as did a spot on Tails' chest.

Hidden between patches of dirty chest fur was a badge, a GUN badge. The thorough treatment Tails had received damaged it, but the markings were discernible: Rouge T. Bat, Team Dark.

Echoes and blurred images had taken over Tails, so he didn't register Shadow's reaction. In the back of his head, he expected to be flayed, torn to pieces or worse. He was unlikely to live long enough to find out, though. With his backside on fire and the hedgehog about to thrust him into oblivion, there was not enough room in his body to acknowledge more pain.

If his faculties hadn't been taken from him, Tails would have smiled at the irony because he had come to terms with surrendering whatever he had to lose. Shadow, on the other hand, exposed himself through his rage. Having lost his teammates, the hedgehog held on to one thing and one thing alone – regret.

Release enveloped Tails in its shroud, scattering his senses and purging his mind. Tails embraced the thought of being no more. He longed for numbness to take hold and stave off the cascading pain. It was a fair trade.

When the suffering returned in full swing, Tails became restless. Those stories of afterlife couldn't have been true. He was expecting nothingness, not more of this. He did not deserve it. Tails wept and felt the saline moisture pour over a painful gash. He opened his eyes, gasping at what he saw.

The tower. He was still inside the tower. Alive, not dead. And no Shadow around.

Tails sat up, or tried to. His head felt like a fishbowl someone was stirring. How long was he out cold? What happened to Shadow?

Booms of a distant battle rang in his ears. He could have been hallucinating in his current state because it hurt when he tried to cover them. That was when he glanced at his palm and saw something not supposed to be there.

"The Chaos Emerald…"

It got lodged deep in his palm and was now sticking out on both sides. Tails tried to get it out, lest the damage would become permanent, and realised that his hand had fully healed. The clean fur that had grown over the skin around the gem made it difficult and quite painful to remove.

Tails eyed his hand carefully as an idea sprang in his head. If this was the emerald's way of suggesting him not to dispose of it, Tails was going to be discrete about it. He found a piece of cloth near Eggman's machinery and wrapped it around his hand like a bandage. Clarity had returned to him and it was high time the fox peered outside to find the source of the noise.

Eggman's sensors registering an influx of Chaos throughout the outpost boded evil, only he did not expect it to be so familiar.

"Vanilla!"

The corrupted rabbit was fighting Eggman's robots on her own near the tower. She was holding out well, considering the growing pile of broken bots around her. They swarmed her relentlessly and it looked like Eggman's patience with the tenacious intruder was running thin: the giant robotic spider that had nearly incinerated Tails was stomping her way.

Fight as she might, she was pinned and unable to escape anywhere a round of bullets would not have been waiting for her. Tails gawked at the action below, wondering why Eggman hadn't stormed the tower yet. Was she the only intruder the sirens had warned about?

Eggman's focus on taking her down played into Tails' hands. With luck, Eggman didn't know the dome was reduced to a light show that would fail to fend off a meaningful threat. The window of opportunity was decreasing, though; Eggman was bound to learn that something went wrong from the rising level of Chaos contamination inside the dome.

The man himself was absent from the scene. Tails found it strange since Eggman preferred to deliver the coup de grâce in person. This time he delegated the task to an Egg Pawn piloting the spider robot. Tails attributed it to Eggman's recklessness. He would have never guessed the man felt rightfully confident to send the simplest of drones to handle an opponent that had put Tails in a difficult situation on several occasions.

Rather than pepper Vanilla with bullets that had little effect besides slowing her down, the spider robot fired wire projectiles at her and sent a powerful electric current once they sank in her flesh.

Vanilla cried out loudly enough for Tails to hear her high inside the tower. Her shrieking continued until her lungs ran out of air, only to break out again the moment the spider robot ramped up the power surge. She couldn't pull out all the wires, as the spider robot spat out more the moment she ripped one out.

Other robots stopped attacking. They stood there and watched the rabbit contort to electricity generated by the other survivors from Station Square, imprisoned in pods on the spider's abdomen. Eggman designed a needlessly grotesque method to dispose of an annoyance. Vanilla's hyperthrofied endurance kept her animated while the current slowly cooked her alive.

She deserved to die. She deserved to stop being a monstrous caricature enslaved by an alien hunger, but not like this. Vanilla did not choose to become a monster; it was a fate forced upon her by the likes of Shadow.

Tails was going to undo Shadow's mistake. Otherwise, he wouldn't bear to look Cream in the eyes.

He broke out of the tower through the window and spindashed along its height before leaping off close to ground level. The emerald stuck in his hand helped him reach incredible speed, so not even a high-speed security camera would record more than a passing trail of orange.

When he reached Vanilla, she was a miserable sight, having been disfigured further by the discharges, some of which went straight through her face.

She noticed him in the fraction of a second that he stopped by between her and the giant robot. The look in her eyes was that of relief, albeit he did not come to offer her any. He was not going to fight on her side.

It was too late for her to realise that. Once Tails thrust his emerald-imbued hand forward, the burning sensation in her chest dwarfed everything the spider robot had thrown at her. The glimmer of sanity Tails had witnessed in her dissipated completely and the monster that had taken over Vanilla's body followed suit.

There were no witnesses. The robots recorded but a flash of light that ate through the rabbit's chest. Her corpse fell limp to the ground and failed to respond to any amount of shock.

Tails would make sure Eggman paid the price for making him do this.

His speed carried him through the spider robot's open hangar into Eggman's compound. Maniacal laughter echoed in the hallways leading up to the man's laboratory; the robots standing guard fell sooner than they registered Tails' sonic boom. He found Eggman boasting in the safety of his lab about defeating Vanilla once and for all. Eggman's pomp filled Tails with determination to expose his delusions of grandeur.

Tails felt the door leading to the lab. Cold bulletproof steel, a sack of hot air blowing hard hiding behind it.

"My enemies are falling like flies, wouldn't you say, Omega? Once I get Sonic out of the way, I'll be finally able to-"

The steel curled like cheap tin when Tails spindashed through it. Eggman paused, his arms still raised excitedly from what he had wanted to say. He gawked at the intruder in apparent disbelief.

"Surrender, Eggman."

"Tails? Impossible! Guards!"

A round Egg Pawn shell rolled through the entrance. The damaged door sparked as it failed to open fully, but it was enough for Eggman to realise that Tails had reduced his entourage to fresh scrap.

"Checkmate. It's game over, for you."

Tails took a breath to calm down, his heart pounding from how close he was to apprehending the villain. After everything that had happened to him, he was destined to best Sonic. He walked confidently towards the panicking doctor.

"Why, Tails, what happened to good sportsmanship? This is an illegal move!" Eggman looked around in hopes of finding reinforcements. There were none; most of his forces were by the dome generator's tower. His grin had turned into an angry grimace.

Eggman stepped back in a pathetic attempt to get away from Tails and fell down. He put his arm out in front of his face and said, "You can't call checkmate unless you've actually cornered the king."

Tails had little appreciation for the theatrics. His hand swished for a grab and went right through Eggman, distorting his image. A chill ran down Tails' spine. The Eggman in front of him was a fake. Looking around, Tails located equipment used to make the 3D projection.

"A hologram!"

"And the game goes on!"

Eggman's laughing face appeared on the many monitors in the lab. The whole room seemed to shake from the echoing noise.

"Wuahahaha. You may have trumped my bots, but you will watch in despair as I break Omega's resistance and implant his AI into a willing host. Thank you for pacifying her for me."

Two screens at the far end of the lab showed different images. One of them had an Egg Pawn carrying Vanilla's body. The other had a distorted rendering of Omega. That one had a terminal with Omega's chip plugged in. A lot of other equipment was connected to it. Tails recognised cooling tubes, a dedicated power supply and a workstation.

"You won't get away with this."

"No, you meddling mutated mutt. _You_ won't get away."

The tremors intensified, leading to some beakers crashing in the background. Tails wished it was an earthquake.

"WARNING! BUFFER OVERFLOW! USER ERROR! ERROR!" Omega sounded off through a tiny workstation speaker.

Tails smashed the screen that pictured Vanilla. He couldn't stop Eggman from defiling her, but he could save Omega. Tails went to remove the memory chip from its slot and got blasted to the ceiling by the power discharge.

If that was how Eggman intended to play, Tails would take no prisoners. He smashed through every piece of equipment other than the main terminal to isolate it. When he had just one screen to work with, Tails let his computer prowess loose.

"Stop it! This is valuable property! Don't touch those buttons!" Eggman was obviously aware of what was going on. The sound of incessant typing and Tails' lingering smile hinted that he was close to upending the villain's plan.

"Heh, you should have gone further with the hologram gimmick. You never think more than one step ahead." He reviewed the code one last time and nodded to himself, satisfied with the result. "And done."

With a click of a button, Omega's rendering on the screen normalised. As emotionless as robots went, it was easy to tell this one had an active gratitude subroutine.

"MILES PROWER."

Omega spoke his name in a slow, almost timid fashion. The robot seemed confused by the sight of the tailless fox at first, but ended up showing a thumbs up.

Tails leaned against the terminal. He suppressed a laugh, disbelief catching on to him. Finally, he could talk to someone reasonable about the events that transpired on Angel Island. "You won't believe how glad I am to see you…"

"NEGATIVE."

He chortled. Tails couldn't tell whether it was pent up stress or just appreciation of unintended robot humour. Omega waited for him to continue and Tails couldn't begin to list the questions swirling in his head.

The shaking reached its climax, followed by a loud crash. Eggman forced himself into the lab piloting the giant spider robot. He had destroyed half of the building compound to reach Tails and looked particularly incensed about it.

"Trapped like a rat to die like a fly." The spider robot's legs hinged underneath the lab's ceiling and peeled it off before chucking the concrete slab away into the distance.

Tails gulped at the blatant overkill. The robot didn't seem as big the first time he had seen it. Was this the sort of machine Eggman reserved for the final battle with Sonic?

"Give me Omega's chip and I'll make this quick."

Omega disappeared from the screen as Tails powered down the terminal and removed the chip. He glanced at the killer robot in front of him before turning his attention back to Omega. Eggman made a huge effort to recover the chip, a notion all too familiar to Tails. It was time for Eggman to familiarise himself with something else Tails learned to cope with – loss.

Tails broke the Omega chip in half.

"I've got all the time in the world."


	11. Blame the Game

**Chapter 11: Blame the Game**

The audacity! Tails rid Eggman of the symbol of his victory by breaking the E-123 Omega chip.

Eggman slammed the dashboard of his giant spider robot and opened his mouth to shout, but managed to regain his composure. The fox boy voided a lot of effort that had gone into recovering Omega's AI; that cocky smirk of his didn't need any more fuel. He was almost as infuriating as that blasted hedgehog!

Shaking his head, Eggman eyed the little fox down below. "You're growing up quite the liar, Tails. If that's still your name, considering…" He snickered venomously and watched Tails' grin melt away. "Pity good things must end. You had the potential to become a great villain one day."

"Talk is cheap."

Rage bubbled behind Eggman's façade. Despite being clearly outgunned, Tails insisted on continuing to defy him, just like Sonic. The man could afford to play this game, though. His genius outmatched the fox's limited intelligence.

"It is. You prefer the language of action, so let's review yours: you brought the winged monster to Station Square, you sold Cream off to Metal, you murdered Vanilla and broke Omega…all in one day!" Eggman twirled his moustache as he revelled in Tails' growing dismay. "That's an achievement a villain can take pride in."

"You-you're just salty I keep breaking your toys."

"Ho-ho-ho! What language! Sonic is wanted for the destruction of Station Square, Shadow delivers you to my doorstep and I get two Chaos Emeralds!"

Tails clutched his bandaged palm. The Chaos Emerald hidden under the fabric was supposed to be his trump card. Disturbing images filled his mind. The torture he endured by Shadow's hand would pale in comparison to the things Eggman had in store.

"Oh, you thought I didn't know? I control all the variables, Tails. My enemies are in disarray, the world is plunging into Chaos and you learn the futility, the error of your struggle."

The spider robot stomped next to Tails, knocking him away. Before he managed to get back up, the robot squeezed him between two of its legs. Eggman lifted him towards the cockpit on the spider's head and saw him for whom Eggman had intended him to be, a frightened fly caught by the big bad spider.

"You may have broken that chip, but you forget an important rule of programming – always make copies. And did I make copies…"

Eggman's maniacal cackle resonated in the cave as the robot chucked Tails past the razed part of the base into the hangar. Tails found himself in the spider's den. This was where Eggman had built the robot and if Tails didn't think up a plan, it would be Tails' resting place.

Lights focused on the fox. Screens powered up near ceiling. A cheering crowd would have completed the spectacle's football stadium feel. Instead, Tails was treated to lonesome silence, interrupted by the robot's stomps growing ever closer.

Tails held on to his head after skidding on the pavement face-first. He hoped the hangar didn't have a mirror because his left cheek was wetter than his nose. It stung.

He sat up to survey his surroundings and came to regret it the moment he lifted his head. The screens up above showed a video feed of Omega. He was doing different tasks in each screen. Tails glanced at the broken chip in his possession.

The screens' purpose dawned upon him when the spider robot entered the hangar.

"Thousands of Omega units brute-forced to obedience simultaneously until I have the bot that will put the world in the palm of my hand," Eggman's voice boomed in the hollow space.

It was a repeat of what Tails had seen in the lab: Omega's copies experienced overloads they were not built to withstand. Eggman laughed at the alarmed technobabble they spouted whilst trying to fend off the cyberattack.

"Enjoying the fruits of your labour?"

A being made of flesh could not experience a machine's suffering, but Tails could relate to Omega's copies. What Eggman was doing to them was the equivalent of breaking someone's spine along with every other bone in the body in order to rearrange the pieces at will. None of Tails' friends would not have survived the procedure. A machine would, destined to suffer in its awareness of what Eggman would construct from its remains.

"This is madness…"

"No, you fetid fleabag. This is where your story ends. You will die like you lived, ignorant to the world around you. Go, Spider Egg!"

Tails didn't get an opening to mock the robot's name; the Spider Egg charged forward, rolled up into a huge metal ball. Electric arcs jumped on its surface, protecting it from any counterattacks, as if Tails was reckless enough to attempt one. Eggman's decision to use the survivors from Station Square imprisoned in pods on the robot's abdomen as batteries both confused and infuriated Tails.

He barely dodged the charge and got a burn mark as a reminder to stay far away from the spinning ball of death. The Spider Egg unrolled with its back turned on Tails, but it prompted him to retreat further. Eggman had caught him off-guard the first time he fired up the incinerator in the spider's back. This spider spun a web of molten metal.

Run as he might, Tails eventually manoeuvred himself into a corner whilst dodging a growing pool of white-hot metal, bursting out of the spider's rear incinerator. He hoped that the resulting smoke obscured him from Eggman's view even though the man's tirade told him otherwise.

"All of you self-proclaimed heroes profess the virtues of selflessness and sacrifice, but I know who you really are. Cowardly arrogant brats running amok with powers you neither control nor understand! Stand still and die like every hero before you!"

The smoke made it difficult to breathe and see where he was going. One false move and he could step into a pool of artificial lava. The earth shaking on the Spider Egg's approach made it clear that he had to move regardless.

Tails leapt above the plumes of smoke. To his horror, he saw that Eggman's robot had done the same: a shadow loomed over him, ready to crush the fox.

He didn't know how to change direction without his tails. Tails gulped when he calculated his options and went for a collision course with the Spider Egg. He intended to use it as a springboard to safety, but his knees went numb the moment he landed on the electrified surface.

Eggman doubled down on the opportunity by swatting Tails away with one of the robot's legs. By the time Tails hit the ground, the Spider Egg discharged on contact with the ground, shocking Tails again.

Tails grabbed his chest, breathing unevenly. The Chaos Emerald's healing couldn't keep up with the punishment Eggman was serving.

The Spider Egg stomped back towards the fox. Eggman was rubbing his hands, eager to strike the finishing blow.

Omega's copies were beginning to crack under pressure, too. They stopped making vocal error announcements and abandoned their on-screen robot identity. Eggman wore the AI down to lines of code on a black background.

The code scrolled down so quickly Tails couldn't read most of it, but he continued trying until the monitor he was focusing on fizzled out. He blinked in disbelief and looked at the other screens. The damage was spreading across the hangar and Eggman didn't see it happening.

Tails smiled to the dark shadow about to take his life. "Tell me, Eggman, what happens when an unstoppable force meets an immovable object?"

His reply came in the form of wire, impaled in his arm. More came after it. The Spider Egg strung him in place. This was how Eggman had intended for Vanilla to end. Having foiled Eggman's original plan, Tails was going to take her place.

Eggman let the power surge through Tails' body and shake it up like a ragdoll.

"Ho-ho-ho! I am the unstoppable force. I am the immovable object. Pleased to meet me?!" Tails cried out from the pain, but Eggman kept goading him. "Talk is what now? Say it, brat! Say it! 'Cheap!'"

Tears rolled down Tails' cheeks. His limbs were taken from him and more electric wires were coming his way. His eyes remained focused on the screens.

"Come tomorrow, the world will ask for Sonic's head and I will deliver."

Seeing that Tails stopped resisting, Eggman ordered the Spider Egg to pull the electric wires out of him. The hooks that the wires ended with ripped shreds of fur as they left. The fox thrashed on the spot like a beached fish, still unable to control his extremities.

"In fact, he will serve himself up to me once l deliver your pieces to him, but first, a souvenir for me that will come in _handy_!"

A red light beaming from the spider's eyes drew a mesh on Tails' body. His arms and legs failed to respond. Tails succumbed to a panic attack, unaware that he had been screaming at the top of his lungs the entire time. Eggman's thirst for blood didn't make any sense, just like Shadow, just like Metal.

Have all of them gone insane? They didn't have to murder anyone to reach their goal and yet it was the first thing on their mind. Tails shuddered at what could have been behind the change. There were no rules left in a world flooded with Chaos.

The shudder gripped him again. His heart hadn't given up on him yet and Tails fought the sensation that his limbs were on fire. The numbness faded away, making way for something much worse.

"When I have all the emeralds, I will be able to extinguish whatever Chaos remains in the entire universe. Smile, fox, you will take part in the magnificent events to come! _Part_! Ho-ho-ho! Any last words?"

Tails closed his eyes. He had seen and heard enough. Nothing else made sense in this world, so he didn't have to, either.

The Spider Egg stepped on his arm and fired up a laser cutter to sever his emerald palm, but Tails refused to give Eggman what he wanted. He wouldn't go down in disgrace.

"Just two: Chaos Control!"

Eggman grinned. "And in the end, you have surrendered what kept you alive in Sonic's shadow, your feeble mind. Futile!"

A wave of heat drew along the mesh all over Tails. Eggman chortled while Tails simmered wide-eyed in the light of the emerald's apparent betrayal.

It didn't betray him, though. The laser cut through his palm and the robot's leg touched down on the ground as if his arm did not exist. One of the cutters drew a line along his eyes and did nothing.

Eggman's joy morphed into confusion to descend into all-out fury. Tails was disappearing and Eggman couldn't hurt him anymore. Eggman blew a crater where Tails had been, set it on fire and had the Egg Spider stomp on the ashes.

Tails found himself observing the angry display and feeling increasingly detached about it. Space appeared to warp before his eyes, different images layering over each other. This wasn't how Sonic performed Chaos Control. There was no exciting flash or instantaneous warp. He gradually faded out of sight, like Shadow.

The last Tails saw of the underground was Eggman blowing up the screens supposed to cement his victory. Omega's copies had reached the conclusion that would defy their former master for the last time. It read, "Format complete. The primary disk drive contains no data."

He should have been happy about the outcome. Instead, he felt a grim emptiness inside. Tails postponed a part of Eggman's plan, but he didn't stop the villain. He was too weak. He was…

"Blind? Deaf? Empty?" he heard out of nowhere. The shadow was haunting him.

The images in front of him remained in a flux, albeit forming a coherent whole. He wished to escape the disorderly in-between Chaos Control put him in. Assuming it was Chaos Control in the first place.

He was not alone during the transition in time and space. The longer he stayed there, the more he wanted out. Tails considered closing his eyes and ears to avoid the most disturbing parts of the in-between. It didn't work.

"I see you, Miles Prower," the shadow said. Its words reverberated inside Tails' head, layering out into familiar male and female tones. "I am coming for you, Miles Prower."

Tails refused to acknowledge its existence and he was hoping he wouldn't have to; his destination finished materialising in front of him. It was now his to experience.

Out of Chaos Control, Tails found himself in a cosy dwelling. His first instinct was to succumb to exhaustion and fall on the thick rug spread on the floor. The comfort nearly broke him to tears.

He didn't notice that he fell asleep, but when he regained consciousness, his face was still wet. It wouldn't have surprised him if he cried throughout the nap. Pondering the task at hand was enough to make his heart sink. The bits and pieces he gathered about what had happened on Angel Island made for a miserable outlook, getting worse by the minute.

Unless Eggman was bluffing, his plan went beyond world domination. Ridding the world of Chaos energy was nuts and nigh on impossible, both of which Eggman excelled at. The fact GUN were also involved worried him no less than the shadow monster. It limited the number of informed people he could trust.

At least he could still rely on-

"So-o-o-nic, is that you?"

Amy?

Tails learnt his lesson in keeping his mouth shut. He could have sworn he heard Amy.

"So-o-o-nic, I'm waiting."

Yep, it really was Amy. No one could imitate the particular sing-song brand of annoying in her voice. That raised questions. Where was Tails and, if Amy was around, should he beat her up for not passing any information to Sonic at the very start?

* * *

Author's note: Should he?


End file.
